Elevator
by Marijke Rose
Summary: A Squidward/Squilliam story. What happens when two arch rivals are trapped in a broken elevator together? - It's not a mere frendship story, just saying, and also not meant to be nice. In short, they become lovers, and there is no assurance that they'll both make it out of this one alive. (I'm still writing it, and don't know how it's going to end.) And it's mature for a reason.
1. Chapter 1

CHAPTER I (XXX)

That moment, when not only have you managed to be in a small enclosed space with.. well, less than desirable company, but then it comes to a jolting, shaking, and grinding halt. Your first thought is 'ok, who hit the stop button?' And since it wasn't you, there's only one other possible culprit; so you turn to fix him with a 'what in the name of Neptune was that for' look only to find he's already fixing you with the very same one. Then, before either of you have quite registered it, the lights go out plunging you both in complete darkness. Because, you know, this is your life and the world hates you.

This is exactly the situation that decided to befall two unwitting octopi one evening.

"Oh, just great.." Squidward groaned.

"What.. Th-the.. This is all YOUR fault!" The other snapped in his snooty whine.

"MY fault?!" Squidward couldn't believe what he was hearing. He began to fumble around in the darkness and found something soft.

"HEY! Hands off the goods!" The other snapped, smacking his hand.

"Oh, shut up. I'm trying to get my bearings.." Squidward grumbled.

"Your bearings? Well get them somewhere else!" The wealthy and spoiled Squilliam demanded.

"I'm trying to find the wall.. You know, the one with the control panel?" Squidward ground out.

"Oh.. Uh.." Squilliam grabbed his hands and Squidward felt him move aside. "It should be here." Squidward let the other guide him to the wall, and his hands hit cold, smooth metal. After a moment, Squidward let out an audible growl.

"Oh, NOW what's wrong with you?! You sound like a broken down motorboat!" Squilliam complained.

"There's no control panel here!" Squidward exclaimed.

"What? Well, it WAS behind me when we first started." Squidward turned to face the direction his rival's voice was coming from.

"Are you [i]sure[/i]?" The older octopus questioned.

"Uh, well.. Maybe I moved once or twice." And Squidward smacked himself in the forehead.

He was just about to go back to searching when it seemed Squilliam had already had the same idea. He jumped a good foot in the air as a hand firmly grabbed his hip, fingers digging slightly into his buttocks.

"Holy fish paste! What're you at?" He cried.

"Oh! I'm SO sorry, Squiddy! I was just returning the favor after you grabbed me!"

"I didn't grab your backside!" He exclaimed incredulously.

"Oh, is that what it was? That explains why it was so flabby." Squidward almost choked. He forced himself to take a deep breath, letting it slowly out.

"Ok, look, this isn't getting us anywhere except a little too familiar with each other." He said, trying to focus on the situation at hand.

"So, what do YOU have in mind?"

"I don't know! Shut up and let me think for a moment!" He paused. "Ok, where are you now?"

"Obviously down wind.. Ugh! Do you ever bathe?"

"Ohh!" Squidward cried. Apparently Squilliam wasn't planning to be of any actual use. Squidward took a step back and found the wall behind him and apparently the doors in fact.

"Hmm, why haven't the emergency lights come on?" Squilliam wondered aloud suddenly.

"I, uh.. I don't know." Squidward said, now wondering that himself. "Maybe this one doesn't have any?"

"Of course it does!" Squilliam answered in a tone clearly questioning the other's intelligence. "ALL newer model elevators do!"

"Fine. So why are we standing here in the dark then, Fancyson?" Squidward asked. Then the other bumped into him.

"Oh, do you always have to be in the way?!" The rich octopus demanded.

"Can't you hold still for five seconds?" He answered back.

"Alright, now YOU shut up for a moment." And Squidward closed his mouth, not because he wanted to be obedient towards the other's demands, but because he wanted out of here and arguing wasnt helping anything.

With a hand placed firmly upon his arm, apparently to keep an overview of where he was, the rich octopus began searching the room.

"You nitwit!" Squilliam suddenly snapped at him, startling him slightly. "The control panel's right here not even a foot to your left!" Squidward followed Squilliam and came across it too.

"Oh, well.. Good.." He said, unsure of what to really say. "Then, uh, where's the emergency intercom.." He murmured, and found a button and pushed. It clicked, and echoed, nothing happened. He grumbled and tried another.

"When you're done playing around like a six-month-old, then perhaps it might befall even you that if we have no power, the PHONES WON'T WORK EITHER!" Squidward nearly hit the ceiling, so startled by Squiliam's sudden bellowing. They heard the sound of metal and the elevator seemed to swing ever so slightly. Or maybe they had imagined it.

"Great, I'm going to die with you of all people.." Squidward muttered, keeping his voice low as he felt seriously afraid of upsetting some unseen force and sending them plummeting to their deaths.

"Dramatic much, Squiddy?" Squilliam asked, though Squidward noticed his voice was more hushed than usual too.

"Alright, so I guess all we can do is wait and hope we're rescued soon.." He said and sunk to the ground. A couple beats later and he felt Squilliam do the same, though nearly sitting ON him. He roughly shoved the other aside, almost sending the him sprawling on his face.

"Oh, excuse me!" The rich octopus growled, clearly flustered. " I can't see anything either, you know!" Squilliam settled into his spot with a sigh, and silence fell.

"Well, I.. guess at least we aren't alone.." Squidward ventured half-hearted.

"Speak for yourself." The other complained. "I can think of thousands of other people I'd rather be trapped in an elevator with than you!"

"Well, then why ARE you stuck in here with me?" Squidward couldn't help that Squilliam's words stung just a bit. Primarily because they made it clear that the other wouldn't ever miss a chance to take a jab, even if it meant making an already distasteful situation less so.

"Because you were the only other person ON the elevator, why else? I didn't ASK you to get on, you know!" Squilliam pointed out with a huff.

"Do you always have to try and make others look stupid?"

"Only when they're acting like morons!" Squilliam answered without missing a beat. "Also, if you think that just because we're stuck here we'll have a sweet little heart-to-heart where we tearfully apologize and walk out of here the best of buddies, you can already take that thought and shove it you know where." Squidward just blinked.

"You watch a lot of chick-flicks, don't you?" The older octopus asked. He couldn't see the other's reaction, but the lack of a quick comeback seemed to say he'd hit the other. Then suddenly, the younger octopus literally threw himself on Squidward and wailed.

"Oh, it's true, Squiddy!" He sobbed dramatically. "You've figured me right out! I-I watch girls' shows and cry at the ending! I stop and smell the flowers, watch the sunset and sunrises amazed by the beauty of life and all living things! Oh, how did you know?" Squidward hated Squilliam even more.

"Get off me, you snot!" He growled, trying to shove the other off.

"Oh, I'm so glad we had this talk, my dear Squiddy! Why, it's as though a heavy weight has just been lifted from my shoulders!" The other was going on, and making himself impossible to remove. Squidward suddenly felt panicked. He began struggling desperately against the other, trying to gain some space. When he didn't achieve it quick enough, he took a heavy fighting swing, his fist connecting solidly. The other let out quite the yelp and Squidward found himself free. He scrambled away, panting for air and trying to come back to his senses. He first realized his hand hurt. Then he realized he must've just sucker-punched Squilliam and had no clue where. He let out a long shuddering breath, then strained to try and see or hear what the damage he'd done was. The other was moaning.

"Uh.. Sq-Squilliam..?" He asked, his own voice shaking still from his panic attack. "Are you ok?"

"I.." The other's voice was strained. "I.. can't decide whether to be-be.. impressed, or.. return the sentiment.."

"Uh, did I break anything?" He asked, honestly concerned.

"Just shut up!" The other snapped, and fell into a coughing fit. Squidward scooted closer, reaching out to the other. He had no idea of his rival's condition, but didn't think it sounded good and he was rather ashamed. He found Squilliam's arm and settled in front of him on his knees.

"Squilliam, I.." He began apologetically.

Then, two well placed feet struck him squarely in the chest, knocking him forcefully backwards where he went sprawling on the floor hitting his head with a loud 'whack'. The wind knocked out of him, he lay there in wide-eyed shock. Apparently, the other octopus wasn't too badly damaged. With a pained moan, he struggled to raise his head, gasping for breath. He began coughing now. But, though it hurt, apparently nothing was broken. He forced himself to sit up.

"You.." He strained, wheezing slightly. "Are.. A jerk.."

"Yeah, then don't ever hit me again." Squilliam said, apparently fully recovered, and his tone dead serious.

"I.. I wouldn't have.." Squidward began, trying to explain. "If you.. You would've let me go.."

"I wasn't hurting you!" Squilliam instantly snapped.

"I'm claustrophobic, you rich snob!" Squidward had found his strength again.

"Oh.." Squilliam said. And Squidward waited for some snide comment from the other. When it didn't come, Squidward dared to go on.

"Look, I'm sorry I hit you, I couldn't help it, I was panicking.. I-". And a tentacle clamped over his mouth, silencing his attempts to explain himself. He'd not heard Squilliam move, and was startled slightly.

"It's fine." The other said firmly, then released him, leaving him a little flabbergasted. Did it mean Squilliam understood? Or maybe he'd hit him much harder than the other was letting on?

"Uh, where did I hit you?" He asked.

"In the gut." The other answered. "Where else?"

"I don't know. I just swung! It could've been the nose or something." The other then began to laugh, to his astonishment. "Well, glad to see someone's amused." He grumbled. The other sat next to him, putting his arm around Squidward.

"Oh, it's actually hilarious!" The younger octopus said as Squidward began growling and attempting to shrug off the arm. "You see, I always expected you probably hit like a girl!"

"What?!" Squidward took the bait. "I'll have you know, Mr. Fancyson.." He began and the other laughed again.

"And you DO!" Squidward sputtered, taken aback.

"Ohh!" He hissed. "Just get your tentacles off me!" He gave the other a hard shove. To his surprise, Squilliam released him.

"By the way, Squiddy; the best drop kick I ever had came from a girl." Squidward's mouth fell open.

"Wait.. A girl kicked you?" He asked, incredulous. "Why on earth would a girl want to kick you?"

"She found me in bed with her boyfriend and apparently didn't appreciate it." The other deadpanned. Squidward choked, now completely unable to believe what he was hearing.

"Ok.. I.. just landed in the WRONG movie.." Was all he could say. The other octopus didn't elaborate and finally he just had to try and get this to make some sense, somehow. "Okay, first..!" He began. "If you're pulling my tentacle, then you have a sick sense of humor! And if you're NOT, then you are just plain sick and that's way too much information now! What would make you think I'd want to hear something like that?" He cried.

"You asked, Squiddy-dear." The other answered calmly, then Squidward felt him scoot up close again and lightly caress his arm. "Intregued by the thought? I COULD make this situation [i]very pleasant[/i] for you, you know." Squidward gawked into the darkness, then exploded.

"Get away from me, for the love of Neptune!" He scrambled to the other side of the elevator until his back slammed against the wall. The other laughed, though didn't follow. He couldn't see the self-satisfied grin that was plastered on the younger octopus' face.

After a few long minutes of horrified silence, Squidward finally spoke up again. "Ok, lets get one thing straight even if it's not you.." He began and the other chuckled at his pun. ".. As long as we're stuck here, you stay over there as far away from me as possible. And keep your tentacles to yourself!"

"Works for me." The other said, without hesitation.

"Er.. It does?" Squidward asked, suspicous.

"Of course it does! I don't want to be here with you either!" The other said as though it should be plain to see.

"But-but, then... What was that about making this pleasant for me?" He asked, completely baffled by his rival now.

"Are you saying you're reconsidering my offer?" Squilliam asked in a silky voice.

"No!" He cried.

"Good." The younger one said. "Because out of all the things I'd like to do to you right now, making any of them pleasant for you does not play a role." Squidward couldn't decide if that was reassuring or even more unsettling. He let out a sigh of long-suffering, so tired of Squilliam's games and wondering how he always managed to fall headfirst right into them. It was certainly going to be a long, long wait until they were rescued.

They sat for the next hour in silence, neither even moving really, when suddenly Squidward's stomach rumbled. In the silence, it was as though a whole pride of lions had roared and he wanted to die. Predictably, the other had something to say about it.

"Please tell me you're just hungry and not about to be sick." Squilliam said, and Squidward saw his chance.

"Actually, you know.." He began, sounding completely serious. "I think that cream they served at lunch might've been a little sour.." One beat passed.

"I will kill you, I swear to Neptune.." Squilliam's horrified voice broke through the darkness. Squidward moved, edging closer to Squilliam.

"I..I'm really not feeling well.." He managed an alarmed voice as he reached out and fumbled until his hand landed firmly on the other's slender shoulder. He gripped it tightly. "I..I.." He couldn't see his rival, but could feel the shoulder beneath his hand, with all it's muscles taut so tight they felt like they could snap at any moment. He could hear that Squilliam had forgotten how to breathe, could hear a slight gurgle in his throat as though the other was desperately trying to find his voice and failing completely. Squidward went on. "Sq-Squilliam.. Help.. I-I'm gonna.." And he lost the fight, collapsing heavily on top of the other in a massive fit of laughter. He clung to the younger octopus helplessly, knowing he was probably about to be clobbered and not caring in the slightest. Anything to have made Squilliam Fancyson squirm. Suddenly, the other went slack beneath him and both crumpled to the floor, Squidward's laughter caught in his throat. He pushed himself up slightly and nudged the other's limp body.

"Oh.. you.. You fainted! I don't believe it!" He cried in realization and collapsed again in laughter, head in the other's chest. Squilliam Fancyson was a fainter! Not that he hadn't seen it before, but to have it happen again was just astounding.

When he was finally able to get control, he pushed himself up and off his rival. He still couldn't believe it. However, he had to make sure the other was actually ok. Not that he should end up choking or unable to breathe. He carefully moved him, pulling Squilliam's head into his lap. The other was breathing fine, luckily; so Squidward simply sat there waiting for the other to come to again. As he pondered it, he had to admit there was something unexpectedly cute about it. Squilliam was completely helpless. At his mercy. Fully dependent on his bitter rival Squidward. Not that Squidward had it in him to take advantage of the situation in any way, but he enjoyed the feeling of empowerment it gave him.

Then, too much time to think about his KO'd rival now, he began wondering about the conversation earlier. Could Squilliam actually be, well.. Swing the other way? The idea struck him as odd. It would explain a few things, though. Like why Squidward couldn't remember seeing him with a girlfriend since highschool. Although, neither could he recall seeing him with a boyfriend either. Perhaps the rich and famous Fancyson kept it secret? That would also make a lot of sense. Keep potential scandals at bay and the precious rep intact. Squidward started feeling a little bitter, as he always did when confronted with Squilliam's success. He sighed and forced the thoughts aside. They were of no good to him at the moment and the fact was that here and now, he and Squilliam were equals, both trapped there in complete darkness. Not knowing what their ultimate fate would be. Squilliam's fame and fortune couldn't help him right now any more than Squidward's lack thereof could hinder him.

Thinking about it like that, Squidward felt a little sheepish about the mean joke he'd just played on the other. Still, he quickly reminded himself, he'd had it coming. He just, perhaps, shouldn't pull any more.

He felt the other stir slightly, then moan.

"Hey, sleeping beauty." He said. "Glad you're waking up on your own, I was almost afraid I'd have to kiss you." He couldn't help teasing.

"Wha.. Kiss me..?" Squilliam apparently wasn't quite all there yet.

"Well, if you really insist."

"Ah.. Shut up.." Squilliam groaned groggily. "What happened to me..? Where am I..?" Squidward blinked.

"You're stuck in an elevator with no power, and you fainted. We're the only two here." He explained.

"Oh.. That explains it.." He said, then began to push himself up.

"Woah! Easy there. Take it slowly or else you'll be right back in my lap." Squidward said, attempting to help support the other. Squilliam managed to sit up. "Are you ok? How do you feel?"

"Wait a moment.." Squilliam began, clearly fully coming to. "What do you care?"

"Because we're stuck alone together in a dark elevator?" Squidward explained, incredulous.

"Did you hurl on me?" Squilliam growled.

"No, that was a joke. I'm fine." Squidward admitted. Squilliam let out an audible sigh of relief. Squidward went on, deciding to pitch an idea to his rival. "Look, much as I hate you, we're both stuck in this together for Neptune knows how long. I don't much want to spend the rest of it bickering with you." He paused to make sure Squilliam was keeping up so far.

"So?" The other asked.

"If we - and I can't believe I'm saying this - but if we work together we might be able to come up with a solution." He waited one moment, then added. "Or at least not be at each other's throats the whole time.."

"Why, Squiddy! Are you proposing a.." Squilliam held it dramatically. "..TRUCE?"

"Yes." Squidward said, unable to keep the irritation out of his voice. "Or we can just sit on opposite sides of the elevator in bitter silence, if that suits your fancy better."

"Hmm.." The younger octopus began thoughtfully. Squidward waited, and the other seemed perfectly content to let him wait a few minutes. Finally he continued. "Well, I guess the sooner I'm out of this and rid of you, the better." Squidward nodded, then remembered the other couldn't see it.

"Yeah, those were my thoughts.." He said. "But there is one thing I would like to know for sure.." He felt weird, but it was apparently going to eat at him.

"Go on?" The other prompted impatiently as Squidward tried to find the words.

"Um, well.. Are you really..? D-do you really..? Don't you..?" He groaned, he had no clue how to ask.

"Gee, Squiddy; that was so very clear.. Let me think about it for a moment!" The other said, voice dripping with sarcasm.

"Oh, tartar sauce! This is difficult, ok?!" He also knew he probably shouldn't be asking, but he'd already made up his mind. He swollowed hard, then tried again. "Ok, do you really sleep with men?" Be blurted out in one breath.

"Oh, that." The other said, his voice giving no indication as to what he thought about the question. "Well, Squiddy; you see, it's like this: If I told you, I'd have to kiss you." Squidward gawked. Then quickly realized that, from Squilliam, that told him nothing.

"Ohh..! Would you just give me a straight answer already?!" He cried.

"Obviously not if I'm gay, Squiddy." The other teased. Squidward smacked his forehead.

"Well, then by that logic, you're wiggly!-Curvy! - Oh, fish paste! G-GAY!" Squidward cried completely flustered. Squilliam was laughing.

"You know, you ARE actually pretty cute when you're off guard like this." Squilliam said.

"How can you even tell? It's pitch black in here!"

"I don't have to see you with my eyes to know your brow is wet, or that your shoulders are hiked up to your chin. Or how you're cringing now." Squilliam pointed out.

"Wha-what are you? Some kind of stalker? Have you memorized my every move?"

"Oh, come on! It's not like YOU haven't done the same with ME." Squidward started slightly, embarrassed. The younger octopus went on. "And I know you DO! I've seen the way you savor any moment when something goes wrong for me. Memorizing every little teeny tiny detail to paint a complete and descript masterpiece of Schadenfreude in your mind." Squidward felt more than a little disgusted with himself, for Squilliam's words were true.

"Well.. You deserve it.." He said weakly.

"Because I'VE succeeded everywhere you've failed, Squiddy?" Squilliam asked pleasantly.

"Because you rub my nose in it every chance YOU get too!" Squidward corrected.

"Only 'cause you make it SO easy."

"I'm always protesting to it!" Squidward cried.

"Exactly. Why do you think it's so much fun? You let it really get right under your suction cups." Squidward didn't know what to say. It was the truth, he was extremely envious.

The two then sat for a few moments in complete silence. Squidward finally broke it. "Alright, we'll just drop that topic, I guess.." He trailed off, feeling completely miserable. Then he heard the other get up and walk around, suction-cupped feet sticking to the floor. "What are you doing?" He asked. The other nearly stepped on him, and he scrambled to get out of the way, and slammed into a wall in the darkness. "Oww..." He moaned.

"Oh, here we go.." The other was saying, then seemed to halt. "Squiddy?" He heard the other walking again, then suddenly two hands pulled him to his feet. "Look, if you'd kindly get control of your self-loathing and not try killing yourself for a moment, I could use your help over here." He then let Squidward go and walked off.

"Uh.. Where are you?" Squidward asked. Without a word, the other walked back over, took his hand and led him back over. Squidward heard the sound of metal on metal and a grunt from the other. The wealthy octopus then guided Squidward's hands to what the older octopus realized with a start was a knife handle.

"So, here. Help me pry this thing open." He said, placing his own hands firmly over Squidward's.

"Uh, wait. What are we doing? And where'd you find the knife?" He other sighed in annoyance.

"I ALWAYS have a knife in my pocket." He growled. "And we're going to remove this panel so I can try and get to the emergency alarm and turn it on manually." He explained. Squidward was both astonished and doubtful.

"And how do you plan to do that when we can't see?"

"Oh, would you just shut up and pull already?!" - Squidward gave a defeated sigh and braced himself. "On three: One, two, three, Pull!" Both strained, grunting as they pulled, eight legs pushing against the wall. The panel suddenly gave, sending both octopi sprawling onto the floor with the knife flying from their hands. With a clatter, it landed between their heads, hitting both as it ricocheted.

Squidward lay in startled shock, hardly daring to believe he'd survived a wild knife in the darkness.

"Ohh.." He heard Squilliam moan in pain. "That could've gone better.."

"Yeah, it could've gone a lot worse too." Squidward pointed out. "Brilliant execution, Fancyson."

"Oh, just shut it!" The younger octopus said, sitting up. "You search for the knife while I get to work on the wires." He commanded, then left Squidward's side. Squidward heard him shove the panel aside, and finally he got to his knees and began searching around for said knife as he'd been instructed.

In the dark, it took him a good few minutes to find it, and just as he did, he heard Squilliam's impatient voice.

"Well? Have you found it yet?" And Squidward picked it up, carefully closing it and got to his feet.

"Yeah, just now." He answered.

"Then bring it over here! I need it!" And Squidward carefully made his way over to the other, ultimately bumping into him. "Oh, watch it!"

"Maybe you haven't noticed yet, but it's kind of hard to!" Squidward snapped in defense. With a growl, the other reached out for Squidward, finding his chest and causing the other to jump. "Would you just give me the knife already?!" Squilliam seemed to be searching for Squidward's hand and the older octopus grabbed the wrist of the roving hand and slapped the knife firmly in Squilliam's palm. Squilliam then turned and knelt back down, getting to work.

"You know, if you manage to electrocute yourself on a live wire, I'm just going to laugh." Squidward said.

"I'm not going for the big cables, kelp-for-brains!" Squilliam growled. "I'm just going after the emergency alarm system, like I already told you!" Squidward just shook his head and waited. He found it highly dubious that Squilliam even had a clue what he was doing.

After a few long minutes, Squilliam let out a frustrated cry and must've slammed his fist against the wall, the sudden sound making Squidward jump.

"Having problems, Fancyson?" Squidward asked, unable to keep the amusement out of his voice.

"I'm having a hard time finding the righ- Y-OW!" He cried as a little spark lit the darkness for a second. "Well, at least we know there's some power here.." He observed, groaning from the light zap he'd received.

"Ok, if you're not an electrician, you ought to seriously stop now." Squidward said.

"Why, Squiddy! I didn't know you cared! I'm touched!" And Squidward rolled his eyes.

"I don't! But if you accidentally disengage the breaks or something.." He didn't have to finish that explanation, and heard the other give a defeated sigh.

"So, what do YOU think we should do then?" The unibrowed octopus demanded.

"I.. I really don't know. Wait. They most certainly realize the elevator's out of order, so surely they'll be working on the problem from their end."

"Hmm.."

"Besides, no one's going to be leaving YOU trapped anywhere for long." Squidward pointed out bitterly.

"If they knew I was HERE."

"Well, they know that you're not wherever you're supposed to be, so they're surely searching for their precious celebrity." Then Squdward thought of something. "Say, where ARE supposed to be anyway?" He'd not known his rival was here until literally the moment he'd stepped on the elevator with him.

"Oh, they're hosting a meeting of ALL the big musicians a couple floors up." Squilliam said smugly. "I was personally invited!" That figured, Squidward thought enviously. "But what are YOU doing here?"

"I'm here for the musical instrument sale." He said miserably.

"Oh, yes. I will be personally doing demos on the clarinets!" Squilliam boasted. Squidward sighed and found a spot on the floor to sulk. To his surprise and displeasure, Squilliam followed and sat beside him. "Alas, I'm sure we've missed that by now." His tone sounded dejected too.

"Why do you keep sitting next to me?" Squidward groused.

"If this elevator suddenly falls, I want to be sure I'll have a soft landing!" Squilliam answered.

"Oh, just get away from me.." Squidward grumbled.

"Besides, what else is there to do? May as well enjoy the company." Squidward gawked at him.

"Since when do you enjoy MY company?"

"Oh, I don't. It just seemed like the proper thing to say."

"Would you just leave me alone?" And adding to his already worn nerves, the other octopus put his arm around Squidward's shoulders.

"Now, now. We've gotta find a way to pass the time SOMEHOW." Squidward removed the arm and shoved it to Squilliam's chest.

"Fine, just keep your tentacles to yourself!" Squidward insisted. To his relief, Squilliam did this time. Both sighed in the darkness.

"Say," Squilliam suddenly broke the silence. "We could try and climb out of here through the emergency door on the ceiling!" Squidward felt the other stand up and he got up too. "Shrimp! It's too high.. I'm gonna need your help to reach."

"What?" Squidward asked, not liking where this was going.

"I need you to lift me up."

"Why would *I* lift YOU up?" Squidward demanded.

"'Cause I'm not lifting YOU up! So, do you want out of here or not?" Squidward groaned.

"Fine!" The two moved to what they hoped was the middle of the room. He dropped to two knees so Squilliam could climb to his shoulders. "Just hurry it up!" Without a word, Squilliam stepped onto his knees, then up onto his shoulders. Squidward instantly realized his rival had amazing balance, as Squilliam stood there with not even the slightest falter.

"Tartar sauce! I still can't reach!" Squilliam complained. Then before Squidward could suggest giving up, his rival went on. "Stand up, would you?"

"Uh.. Ok.." He said. He began to raise himself slowly, though struggling with Squilliam's entire weight on him. He finally managed and, despite it being anything but graceful, Squilliam was still balancing securely on his shoulders.

"Hmm.." Squilliam was saying. "Oh, here we go!" And after a moment, Squidward heard a panel being opened and without a word, Squilliam's feet suddenly left his shoulders as he pulled himself up. "Well, this is just great." Came the echoing grumble.

"What is it?" Squidward called up.

"It's pitch black here too! Usually elevator tunnels are lit just for occasions like this! - Well, I'm coming back down; you still standing there?" He asked.

"Yeah, exactly where you left me." And with that, he felt Squilliam's feet as they came to settle carefully back on his shoulders. "Should I lower you to the ground?"

"Not necessary, Squiddy-dear." And with that, Squilliam jumped to the floor in front of Squidward, twisting in the air so that he was facing the older octopus. "Anyway, this is frustrating.. I don't want to go fumbling blindly around a dark elevator shaft where one misstep could result in you or I plunging to our death.." Squidward blinked. Squilliam was actually concerned about him falling? That seemed odd. He wasn't about to look a gift seahorse in the mouth though, nor was he willing to invite the other to take it back.

"BTW, your balance is impeccable." He said. He didn't like complimenting his rival, but was genuinely impressed and perhaps feeling ever-so-slightly sentimental considering their predicament. "I was concerned you'd fall as I was trying to stand up, but you didn't teeter at all - and that in the dark, too."

"I'm a dancer, Squiddy. I regularly do more complicated stuff than that in my routines." Squilliam explained.

"In the dark?" He asked.

"Not usually." Squidward blinked. No jabs? No boasting? That was certainly unusual for his rival. With a sigh, Squilliam left and the older octopus heard him sit down. Squidward followed, careful not to step on the other and settled down next to him.

For what seemed like hours, neither spoke. The first sound was a yawn, which quickly infected the other.

"By Davy Jones' locker, I'm tired." Squilliam complained. "And it's so bloody cold in here." Squidward had to agree and lightly patted his rival's shoulder. He realized with a start that Squilliam was shivering. Well, dress suits weren't known to be warm, and Squidward had a long sleeved turtleneck. Unable not to feel a little concerned, he put his arm around the slender millionaire and pulled him close. To his surprise, the other didn't protest and, in fact, seemed to cuddle to him. Squidward was grateful no one was there to see them like this - provided anyone who would've been there with them could've seen anything to begin with.

Finally Squilliam spoke, but it was not some sort of jab or tease or whatever that Squidward would've expected. "I wonder if we're gonna be here all night.."

"I don't know, but it's starting to look that way." Squidward admitted unhappily.

"That's sure odd.. There's no way they could've missed my absense by now, or?" Squidward had a hard time believing his ears, for his rival sounded decidedly unhappy and unsure.

"I highly doubt they've forgotten you. You're Squilliam Fancyson, after all, beloved by everyone in Bikini Bottom and probably the rest of the ocean as well." Squidward said miserably.

"Beloved by everyone but you." Squilliam said.

"Yeah, well, you don't like me either." He grumbled.

"You know, you're actually wrong. Well, not exactly wrong - I hate you - but I love to hate you." Squilliam was saying.

"I'm charmed." Squidward rolled his eyes.

"You're the only person who doesn't throw himself at my feet."

"Because I hate you, remember?" Squidward said. "You're a snooty, rich snob who's so full of himself and never gave a second thought to anyone but yourself."

"All very true." Squilliam replied, leaving Squidward astounded.

"Well, if you KNOW it's true, then why act that way?" Squidward wanted to know.

"Because that's what everyone expects. Oh, I don't expect you to understand, don't worry. You've no experience with being a fabulous celebrity." Squidward sighed in frustration. Squilliam wasn't done. "But let me remind you I'm not quite as bad as you've got me pegged, for I DID clean up all of Bikini Bottom, after all; and that was with my very own two hands."

"Why did you, anyway? That doesn't fit with Mr. Only-Cares-About-Himself Fancyson."

"Quite simply, because I'm NOT just an egomaniac."

"But you're definitely [i]also[/i] an egomaniac." Squidward said.

"And unlike you, I've never tried to paint myself as something I'm not, Mr. I-Own-A-Five-Star-Restaurant Tentacles."

"Hey, I admitted it at the end!"

"Yeah, AFTER you tried to make me put my foot in my mouth in front of everyone!"

"You deserved it! You're always rubbing things in my face trying to humiliate me!" By now, Squidward was getting angry at Squilliam. The only thing keeping him from withdrawing, was that his rival was still shivering hard against him and even with his warm shirt, Squidward was aware that the temperature was dropping rapidly. It was going to be a very cold night and staying in contact to keep warm was a wise idea.

"Guilty as charged. But you never miss a chance to try and show me up, regardless of how pathetic it'll make you look in the end. You even tried to steal my identity!" Squilliam snapped. Squidward sighed, remembering that and feeling sheepish about it. He'd even gotten arrested for it, although, aside from a few days behind bars, he'd pretty much gotten away with a mere slap on the wrist. Suddenly a thought hit Squidward, jolting him.

"You.. You never pressed charges for that, did you?" That was the only explanation.

"Bingo."

"Why not? You could certainly have put me behind bars for the rest of my days, if you'd wanted!" He was certain Squilliam had sufficient connections and influence.

"Well, you were stopped before you could do any damage.." The wealthy octopus began. "And copy IS the highest form of flattery, after all. - Even if the powdered wig was tasteless."

"I wasn't trying to flatter you! I was doing it for myself and to show our town some real music!" Squidward insisted.

"Well, if you want to be behind bars again so bad, I can easily arrange it when we get out of here." Squilliam said, he then laid his head on Squidward's shoulder. "Davy Jones, I'm still cold!"

"What could you possibly have on me now?" Squidward asked.

"Oh, just the kidnap and rape of a celebrity." The millionaire replied casually as he snuggled close to Squidward, wrapping his arms around the older octopus' waist.

"What?" Squidward cried, attempting to free himself. "I haven't kidnapped you and I certainly am not going to rape you - ew! - Where would you even get an idea like that?"

"That's what YOU say, but who knows what you're really planning in that sick mind of yours." Squidward huffily gave up trying to free himself from the still freezing Squilliam. Had to keep his claustrophobia in check.

"Oh, stop flattering yourself, already! Even if I would be the type to force myself upon someone - which I'm NOT! - it surely wouldn't be you!" Squidward was horrified.

"Oh, that's too bad." Squidward gawked in the darkness, he couldn't believe his ears.

"What, are you serious? Do you actually WANT me to force myself upon you?"

"As long as you promise to be gentle - it's my first time." Squilliam's tone cutesy as he clung tightly to his rival.

"How is it rape if it's gentle?" Then he nearly crapped himself when Squilliam's arm left his waist and he suddenly felt a cold blade at his throat. The younger octopus moved, then straddled Squidward's lap, leaning in close where he hissed.

"Shall I show you?" Squidward's blood froze in his veins and he lost his voice. He just gaped in sheer terror as the other caressed his chest, knife still held to his throat. "I'll bet that right now," Squilliam went on. "That right now, no matter how gently I'd take you, you'd feel quite misused." Squidward had no words. "I can already smell your fear, Squiddy." He leaned even closer and sniffed loudly at his cheek. "Sweet sweet petrification." Squidward couldn't believe the situation he'd found himself in, couldn't believe just how terrifying and sadistic his rival could be. He didn't know if Squilliam was really capable of something like that, but his cold hissed threats were quite convincing along with the blade held menacingly to his flesh. He seriously wanted nothing more than to beat Squilliam to a bloody mess, but had his doubts he could seriously take on the other - not to mention, Squilliam had the knife. Squilliam leaned back a little and spoke in a regular tone. "Anyway, now that I've made my point -" he traced the blade lightly against Squidward's tender jugular. Emphasizing the word 'point'. "- I'm going to put the knife away now, and you're going to continue keeping me warm like before. Understood?" He instructed. Squidward squeaked a yes. Of course, anything that'd get the knife put away. "I'm considering that a promise." And he withdrew the blade and Squidward heard him close it. He then dismounted and resumed his earlier position at Squidward's side, slipping his arms back around him and cuddling to him. Squidward finally let out the long, relieved breath he'd been holding.

Once he found his voice, he had to confront his rival. He was still very jolted. "I ought to clobber you for that, you jerk." His shaky voice was far less intimidating than he'd wanted. "Have you ever actually forced yourself upon someone before?"

"Uh-uh. Wouldn't ever need to. People are easy for me. Everyone wants to sleep with Squilliam Fancyson." He said simply, resting his head against Squidward's shoulder as though what had just transpired was nothing out of the ordinary to him.

"Ok.. Would you really have.. Just now.. To a guy? One you hate?" Squidward asked, he was in desperate need of some sort of reassurance that he wasnt going to have be watching his back for the rest of the time they were stuck there.

"Hate, love.. It really all has nothing to do with rape, neither emotion ever stopped someone. In fact, they just get mixed up in it." Squilliam replied. Squidward did not find any of that to be reassuring.

"Would you really do something like that to me?!" He demanded, his voice higher pitched than he'd wanted. He felt sick.

"Oh, Squiddy, relax." Squilliam said. "I've never had to force anyone to sleep with me, and I'm not going to start now, sheesh. I don't even want to sleep with you!" Squidward sighed. Well, that was certainly good to hear. It made having Squilliam's slender body pressed so tightly against his own slightly less disquieting. The whole thing did remind him of the fact that he'd never gotten a strai- oh, fish paste, a direct answer as to whether he was gay or not.

"Ok, so you don't rape, but you sleep with girls' boyfriends?"

"Just one time." Squilliam said and Squidward just blinked.

"Seriously?"

"Well, yeah.. I mean, there aren't all THAT many guys who're dating girls and still like men, after all." Squidward wasn't sure what was more shocking: That his rival was seemingly gay, or that he was telling Squidward such things.

"You really sleep with men?"

"Oh, Squidward. You can be so slow, sometimes!"

"Well, pardon me if I have trouble with the news that Squilliam Fancyson, my life long rival since highschool has apparently been a closet gay all this time!" Squidward cried.

"Oh, I'm not a closet gay." Squilliam was saying.

"Wait, so you've announced it to the world? Where'd I miss that one?!"

"Oh, no; I haven't announced it. My love life has no business in the public eye." He replied.

"Yet you're telling me? What makes you think I won't go spilling to the press as soon as we get out of here? You know, that'd certainly help my cause to be the one to expose Squilliam Fancyson."

"Because, as much as you hate me, even you won't sink that level." Squilliam answered.

"Are you really sure about that? Because I'm not." He felt the slender octopus tense up slightly. But then he spoke, his tone sure.

"By the time we get out of here, we'll have bonded just enough that you won't want to."

"I highly doubt that." Squidward said. "And I also doubt there's anything you could say to convince me otherwise. I have an excellent tool to use against you now.." As soon as Squidward had said it, he desperately wished he'd used a different choice of words. "Weapon!" He quickly corrected.

"Then why did you pull me to you when you realized I was shivering earlier?" Squilliam began. "Why not just leave me to freeze if you have no concern for me?" Squidward sighed, he had no idea. Squilliam apparently thought he did however. "Because, you don't like to see me truly suffer!. You want to beat me, to one-up me and watch me squirm, certainly; but you want to play it according to the rules! It's our game. Getting under the other's skin, embarrassing, irritating, and driving ourselves crazy over it; but never truly crushing or breaking the other. The same reason I've never pressed charges against you for your barnacle brained schemes." Squidward had no idea if Squilliam's analysis was right or not - he was more amazed that his rival had put that much thought into it. This whole trapped in the elevator alone together thing was so awkward. He sighed, not in defeat, he just had a lot to think about. All of it made him feel defeated, overwhelmed. There was so much about Squilliam he'd just never let himself see before.

He couldn't help but remember how Squilliam had so expertly balanced on his shoulders earlier. Or the creepy and horrifying way he'd so effectively intimidated Squidward with the knife, yet clearly had no real ill-will or intentions to have made good the threats he was so convincingly hissing at Squidward. The wealthy octopus clearly knew how to act a role. Squilliam was also intelligent and resourceful. He'd come up with the idea of escaping into the shaft, and had been able to locate the opening in the dark. He'd also dropped the plan not wishing to risk either of their lives by trying to navigate in complete darkness. Squilliam was also shivering more, teeth chattering, he realized. He sighed.

"Come on.. Get on my lap so I can put both arms around your.. It'll be warmer than the floor.." He said. Squilliam didn't need to be told twice and curled up against Squidward's chest. Squidward wished he'd had a blanket. He rubbed the other's arm briskly, trying to generate some friction to warm the other a little. They were in this together, as much as they didn't like it, and cooperation was the only option.

At some point Squidward realized Squilliam had fallen asleep in his arms. He could hardly believe it, for that had to take trust, didn't it? Or maybe the wealthy octopus was just that exhausted? Squidward didn't know. Oh well, at least his rival wasnt freezing so badly, anymore; and the warmth generated by two bodies was welcome to Squidward too.

Hours past with no rescue. With a start, Squidward realized he'd dozed off too. He yawned, wondering what time it was. But, in the pitch black and without a watch, there was no telling. He also had no idea how long he'd slept. He didn't feel refreshed, but that was most certainly due to the uncomfortable floor and wall, and having a full grown man sleeping on him. Squilliam wasn't exactly heavy, but nonetheless.

It hit him out of nowhere that he'd been enjoying the scent of whatever cologne Squilliam was wearing. He wondered what it was, something that cost more that Squidward's house, probably. Then again, he thought he recognized it somehow. There was the slightest hint of spice in a pleasant musk.

You knew your life hated you when you found yourself enjoying the scent of your male rival's perfume. And found the feel of his body in your arms to not be quite as unpleasant as you'd have imagined. Squilliam WAS attractive, even Squidward had always known that. For a male octopus, his body was gorgeous. Muscles toned in the compact and elegant form of a dancer. Squilliam was not lazy, despite being spoiled with his massive wealth. He also knew Squilliam had an award winning smile and a charisma with which he could charm almost anyone. He also had a rotten temper, given to comical childish outbursts. And then here he was, curled up on the lap of his own rival for warmth.. And Squidward almost wondered if not secretly for comfort too, perhaps. But that was probably just wishful thinking. Wishful? Squidward wondered surprised. Well, it'd certainly be flattering if Squilliam were to seek Squidward's comforting. If he thought about it, he could almost imagine Squilliam to be the type who did need comfort from others. Well, he certainly needed others to feed his super-inflated ego, that was obvious. Squidward remembered how Squilliam had acted after losing to Squidward. When Squidward had been crowned as House Fancy Prince instead of Squilliam, the rich octopus had crumpled to the ground wailing like a baby, apparently not caring who saw that humiliating display.

Thinking back on it now, winning that had apparently meant a lot to his rival. It'd meant a lot to Squidward, too - though the true reward had been beating his rival. That had been more important, more satisfying than the trophy itself. Still, right now, that all seemed superficial and fake. It was his rival whom he was stuck with, and his rival who was cooperating with him to get out. Not to mention, his rival's attractive body that was in his arms right now.. Oh, Squidward! You're losing your mind, obviously, he tried to snap himself out of it. Squilliam probably wore pheromones along with his cologne, that had to be it, Squidward decided. The younger octopus stirred finally, yawning. To Squidward's surprise, he nuzzled his neck and kissed.

"Mmm.." He murmured. "What's that new perfume, Paul." Squidward blinked. Who was Paul?

"Squilliam..!" He began, attempting to bring the other to his senses. Squilliam stiffened.

"Squiddy? What on earth.." He started, sounding very groggy. "I slept with YOU?"

"So to say, but not the way you're apparently thinking."

"Wait, so I didn't get laid?"

"No!" Squidward was exasperated. "We're stuck in an elevator, remember? I was trying to keep you from freezing to death in the cold and you fell asleep here in my lap!"

"Oh.." The other said, sounding almost as though he was sorry not to have gotten laid by Squidward. Squilliam stretched and seemed to come fully to his senses. "Well, Squiddy, you do make a nice, warm bed."

"Wonderful.. So happy for you.." Squilliam carefully got up.

"So, still no sign of rescue, huh?" Squilliam observed alloud. Squidward shook his head, then remembered the other couldn't see it.

"Not yet, obviously." He said, then decided to get to his feet. However, after a spending so long on the floor, his body wasn't listening to him. He grunted as he tried to force his legs beneath him and raise himself only to realize they were numb as he crumpled back to the floor with a startled yelp. Suddenly, Squilliam was at his side and helping him sit up.

"Are you okay?" His rival asked.

"My legs have all fallen asleep, and I'm so stiff from sitting here so long holding you." He said, his voice slightly pained.

"Then just relax." Squilliam said softly and before the older octopus could ask, began massaging Squidward's legs. He was deft at it, clearly knew what he was doing. "We've gotta get the blood flowing through them." He explained. Squidward grit his teeth as the pins and needles feeling started. However, instead of being unbearable, Squilliam's continued ministrations seemed to also lessen the impact. Squilliam finally stopped. "Better?" Squidward moved his legs.

"Yeah, actually.." He replied.

"Good, then let's get you on your feet. Careful, take it easy." Squilliam had stood up and took Squidward's arms. The older octopus tentatively tried to stand while the other supported him, then helped by pulling him to his feet. Oh, it felt good to stand! Squidward thought. Squilliam continued supporting him, keeping him steady. "How is it? You got it?" He asked.

"I-I think so, yes." Squilliam didn't let go.

"Then let's walk a few steps." Squilliam said and tugged Squidward's arm. Carefully he took a few steps. Then, Squilliam lead him once around the room in a full circle.

"How're you now?" Squilliam asked.

"Just great. Everything's fine now.." He said then bit his lip. With a sigh he spoke to his rival. "Look, thank you.. Whatever you did there.. Really helped. And you probably think I'm just an old, decrepit octopus, don't you?"

"What? No. After holding me all night, it's no surprise your legs had no circulation. I'm just glad there seems to have been no lasting damage." Squilliam replied and Squidward blinked.

"Well, you're massaging was like magic." He said.

"I just stimulated blood flow."

"And somehow kept it from being excruciating." Squidward added.

"Either way, age had nothing to do with it. The very same would've happened to me." Squilliam said, shrugging off the compliment for a reason Squidward couldn't fathom. "Eh, I am SO hungry!" Squilliam suddenly complained. Squidward sighed. He was hungry too, and thirsty, but there wasn't much to be done about it. Suddenly Squilliam spoke up with a request. "Would you lift me up to the ceiling again?"

"I guess.." Squidward said, wondering what the other had in mind. He knelt on two knees as he'd done yesterday. "So, come here then." The younger mounted him as he had the day before, displaying once again his perfect balance. Squidward stood up, struggling just as much, if not more than he had last time. Squilliam managed to maintain his perch. Once he'd stood up fully, Squidward spoke. "Sorry about that, it's more weight than I'm used to carrying."

"It's alright. Now if you'll excuse me for a minute or two, I need to take a leak."

"What? Where are you going to do that?" Squilliam lifted himself up out of the elevator.

"Into the shaft, where else?"

"Uh, ok.. I guess." Squidward said, astounded.

"Don't worry, I'll help you up here in a moment too. Just, excuse me." And Squidward heard the suction-cupped feet walking around on the roof of their car.

A couple minutes passed, then Squilliam spoke again. "So, your turn, Squiddy." He said.

"How am I supposed to get up there?" He asked. He doubted he'd be capable of Squilliam's shoulder-balancing act.

"Just reach up and give me your hands." He blinked but decided to just see what would happen. He reached up.

"Ok, but I can't see your hands." Suddenly, Squilliam's brushed against his and the other octopus grasped his wrists firmly.

"Alright, you grab my wrists too." He said, and Squidward obeyed. "Now, I'm going to try and pull you up." Squilliam said, and before Squidward could say anything, added. "Get ready.. Now!" Grunting, Squilliam began to pull. To Squidward's astonishment, he began to left in the air. Grunting in exertion, Squilliam pulled managed to pull him through the opening. Throught grit teeth, he spoke. "Hang on to the roof now.." And as Squilliam released one hand, Squidward used it to support himself on the roof. Same with the other one. He then began to try and hoist himself up, which Squilliam quickly helped with, grasping Squidward beneath his shoulders and pulling with him. Soon Squidward was standing on the roof in utter darkness. "So, come." Squilliam linked his elbow with Squidward's and guided him a few steps in one direction. He followed more than a little nervously. "Ok, no further. You can pee here."

"Um, okay.." He swollowed.

"Listen, I'm going to stay up here and nearby, just in case; but I can't see you."

"Alright.." He gave in, deciding it better to not wander around blindly out here. Squilliam generally seemed quite adept at orienting himself in the darkness which made him a valuable asset considering. Squidward went ahead and finished his business, trying not to think about how tasteless this was. When he was done, he spoke. "Ok, uh.. Finished.." He said, cheeks heating up. The other was back at his side and carefully lead him away from the edge.

"Look, you sit down here and wait for me, please. I just found a ladder." He replied.

"You found a ladder?" Squidward inquired, astounded.

"Yes. Maybe if I can get to the level just above, I can pry the doors apart and free us." He said, to which Squidward had a stipulation.

"I'm coming with you."

"What? Are you crazy? I don't even know if the ladder's safe or what I'll run into on it..!" He cried. Squidward took firm hold of the other's shoulders.

"Exactly why I'm coming. If you should need my help suddenly, I want to be there. And if we make it to any doors, then you might need my help getting them open." He explained and the other sighed.

"Fine, as you wish." Then he took Squidward's hand and guided him over. He found the latter again and directed Squidward's hand to it. "So, I'll go first and you follow." He said.

"Alright." And Squilliam crawled up. Squidward then followed, placing his two left feet onto a wrung.

They climbed for a good five minutes, the levels in this building being set rather far apart to accommodate it's unusually high ceilings. Finally, Squilliam exclaimed.

"Found some doors, I think! Quick, crawl up here beside me." He said and Squidward began climbing with a gulp, discovering Squilliam had made room by standing with only his two right feet supporting him. "Feel this, Squiddy? I think it's doors, don't you?" Squidward felt around where Squilliam had indicated. Sure enough, it could be doors, though it was difficult to be sure. He heard the sound of Squilliam jamming something metallic into it, and knew it must've been his knife again. He then strained, grunting. Squidward followed his arm to the knife and, carefully bracing himself, making sure his perch was secure, put his hand over Squilliam's and they both began working on the doors. It took all their combined strength, but finally the doors seemed to give way. Eyes shut and teeth grit tightly, every muscle in their bodies taut, with each slipping a hand between as they managed to crack them and pulling the doors apart.

When the doors finally disappeared into the wall, both almost collapsed from the exertion, panting heavily. Then they made the mistake of opening their eyes. It wasnt bright, but to four fully opened pupils who'd spent countless hours accustomed to nothing but black, it left them both crying out, eyes stinging and watering.

"Ok, we need to rethink this strategy." Squilliam said. "I recommend crawling out of this shaft while keeping our eyes shut." Squilliam said. Squidward merely nodded and grunted his agreement, the brightness behind his pupils bad enough as it is. Squilliam went first and Squidward followed. Then both collapsed onto the carpeted floor in the hallway, side by side. They lay there in silence for a good 15 to 20 mins, just recovering and letting their eyes slowly and safely adjust to the unusually dim lighting.

"Wait a sec.. What in Neptune's name is going on here?" Squilliam's voice. Squidward opened his eyes, daring a look and was astonished. There was no lighting, just sunlight from a window at the far end of the hall. There were no signs of life whatsoever, and there was an odd scent in the air. Both got to their feet wide-eyed. Squilliam began walking in the opposite direction of the window.

"Wait, where're you going?" Squidward quickly caught up with him.

"I'm hungry." And Squidward gawked.

"So, what? Trying to find and raid the kitchen or what?" They turned a corner and Squilliam exclaimed happily.

"There we go!" Squidward looked.

"A vending machine. Brilliant." He said. "What makes you think it'll work without power?" He asked as Squilliam was looking around. He peered around the far side of the machine and then reached for something out of Squidward's line of vision. The wealthy octopus spoke.

"Oh, I'm not planning to PAY, Squiddy-dear!" He withdrew a fire extinguisher, Squidward nearly jumped, gasping.

"What do you think you're going to do with that?" Without a word, Squilliam gave it a mighty swing, striking the machine. The glass didn't give, so Squilliam tried a few more times. Squidward then stopped him.

"That's enforced glass, you'll never be able to break it like that." Squidward pointed out. Squilliam dropped the extinguisher and rubbed his chin thoughtfully scrutinizing the machine for a moment, then he suddenly snapped his fingers and took his knife out. Squidward sighed.

"You're not going to be able to cut or pry it open either.." He groaned.

"I'm not going to try that.." He was running his hand along the frame, looking closely as though searching for something. "I'm going to.. just.." He raised the knife and with sudden force, jammed the blade deep into the crack between door and frame. Then with a jerk of his wrist, something snapped and the door popped open. "..Unlock it!" Squidward gaped. Squilliam then helped himself to some of the contents and turned grinning smugly as he put the knife away. "Breakfast is my treat!" Squidward picked out a few items, trying not to think about how much trouble they could get into. They sat on the floor and began eating junk food.

"We still need to find something to drink, though." Squidward commented later.

"That trick won't work with the soda machine, unfortunately." Squilliam said.

"So, we find some restrooms." Squidward said.

"Restrooms? I am NOT drinking out of a toilet!" Squilliam gasped.

"Oh, not the toilets! The sinks, you wise cracker!" Squidward said.

"Provided the pump functions without electricity." Squilliam pointed out. Squidward groaned, as that was a valid point. "We first need to get a better assessment of the situation. Where is everyone, for example." Squilliam said.

"And what's that smell." Squidward added.

"Oh, that's from a gas line that's leaking somewhere - don't light a match!" And Squidward gaped in alarm, jumping to his feet.

"And we're sitting here eating in it and breathing it?"

"Oh, it's not concentrated! We're just picking up slight traces, nothing more! - It's harmless at this level!" He added as Squidward still looked horrified. Then he stood up and slid an arm around his rival. "Look, I'm serious. You don't really think I'd hang around if I thought there was any actual danger to my health, do you?" He pointed out and Squidward sighed.

"I guess you have a point.." He doubted very much that Squilliam was in the habit of such risks.

"So, you see? Stick with me and you'll be fine! But, now, lets go find out what's going on here." The two had finished and so Squidward followed his rival.

It was odd, he'd expected that as soon as they were free of the elevator, that they'd have went their seperate ways. Squilliam all gushing it up before the cameras, as everyone would certainly want to hear about the celebrity's ordeal. He never thought they'd still be cooperating. Or still alone in what was quickly appearing to be an empty hotel/restaurant/party hall. As they explored, they took the stairs, wanting to investigate every level. Then eventually tried a room which was obviously the VIP suite.

"Oh, look at this, Squiddy! We could have a nice nap here - in class!" He exclaimed over the massive bed. Squidward, who hadn't had it quite as comfortable as his rival last night, looked at it longingly. Squilliam was observing him and sighed. He shut the door, then took Squidward's hand and lead him to the bed. Squilliam turned down the covers, crawled in and patted the other side of the bed. "Come. Take a rest, I'll keep an eye out." He explained. Squidward wrung his hands together, not sure how he felt crawling into a bed with the other man. Squilliam apparently read it on his face. "Oh, come on, already! If I didn't molest you last night as you held me in your arms, I'm not going to do so now! I'm just going to be here where it's comfortable and you just sleep! - Oh!" The wealthy octopus suddenly sprung from the bed and ran over and opened what Squidward realized all at once was a wet bar. His rival procured two bottles of water and brought one back to Squidward. The two then took a long drink in silence. Finally, Squidward gave in and crawled in bed with Squilliam. He rolled onto his side, closed his eyes and succumbed to exhaustion and being overwhelmed by the past day. He never noticed as his rival leaned over and lightly kissed his forehead. His tired and overwhelmed mind began playing odd, disquieting dreams.. specifically about his rival.

The dreams were intense, and not at all the type he should've been having. Hot, close, his scent in his nose, hands, massaging... Unmentionables reacting, hard..

Squidward suddenly awakened with an alarmed start.

"Squiddy? Bad dreams?" He heard Squilliam's voice and gaped at him in horror. He then swallowed and forced himself to calm down.

"I-I.. Should take a cold shower.." He murmured. Instead, he pushed himself up and reached for his water bottle, taking a long drink.

"Oh, I doubt the showers are working." He heard the other say. He turned and looked at him, then felt his cheeks growing hot as Squilliam was smiling at him in an almost knowing way. Squilliam then laid down on his side and grinned coyly up at his rival. Squidward just blinked. "So, morning problems, hm?" Squidward's cheeks were red. "You know, there are ways of dealing with it.." He gaped. Was Squilliam flirting with him?

"Squi-Squilliam, I.." How was he going to say it. He just blurted it out all at once. "I don't go for guys!" Squilliam was undaunted. He stretched out luxiously, positioning himself in a very come-hither way that accentuated his gorgeous body. Squidward shook his head, trying to clear it. He was NOT attracted to his rival! He was.. He was.. Uh..! Squilliam was sitting up again and scooting close to him. His arm slipped around Squidward and the other reached up and caressed his cheek. Squidward was at a complete loss for words, he couldn't believe Squilliam was flirting with him. He also couldn't believe he found the idea almost appealing. He was not gay, by golly! There was that scent of his cologne again.. "H-how can you even.. me.. you.." And Squilliam apparently decided there had been enough talking, for he leaned in and to Squidward's utter surprise, was pressing his supple lips against the other's. Squidward froze. Squilliam's hand slid behind his head as he kissed his rival passionately. Oh, those perfect lips... Squidward tried to fight what he so desired. This was wrong, they were rivals, they hated each other.. And he was not gay! He felt that gorgeous body press against his.. Felt the other guide him down onto his back on the bed and mount him. Felt the younger straddle him.. pressing his lithe body intimitely against his own, whilst never breaking the kiss. And with one last frustrated moan, Squidward succumbed, returning the kiss passionantly as Squilliam lit him on fire with his lips and soon hands, which began roving boldly over the older octopus' body. Squidward realized instantly that Squilliam was an expert here too, for he seemed to know exactly how to touch in a way that drove Squidward wild. Soon clothing was being removed and Squidward neither could nor wanted to stop.

As the his shirt was removed and he lay there completely naked under the other, he could hardly breathe. He felt extremely self concious about his body as the other gazed down at him, raking him with his lusty gaze.

"I.. Squilliam.." He whimpered.

"You're gorgeous, Squiddy." The other breathed. Then Squilliam removed the last of his clothing and Squidward choked. Squilliam was even more gorgeous than he'd ever thought. Everything about him was perfect, and Squidward felt even worse.

"I.." He began, his voice hoarse from that lump in his throat and the rushing of his blood. The other grinned.

"So, like what you see, hmm?" The millionaire purred.

"I.." Squidward was helpless, stunned. The other began sensuously running his hands over his own body and Squidward watched as though hypnotized. He followed the hands with his eyes, over the gorgeous chest, the trim waist, the groin with it's.. Oh god! He shut his eyes tight, embarrassed to look at the sight of Squilliam's generous manhood. Squidward felt even more inadequate. Everything about Squilliam was just perfect.

"Oh, no, Squiddy-dear." The other breathed. "I want you to look at me!" He commanded. Squidward's eyes snapped open and he looked up at Squilliam, meeting the other's eyes. He was trembling.

"Squilliam, I.." His throat constricted painfully. Squilliam leaned back down and kissed him, with a helpless cry, he returned it. Squilliam was passionant, and so bold with his hands, he slid one down to where Squidward's own erect member was. Squidward gasped as the other caressed it.

"Sss-Squilliam.." He plead into the other's mouth. Squilliam withdrew, but still so close. He touched Squidward's lips.

"Shhhh, Squiddy.." He breathed. Then he kissed Squidward again, then moved to kiss his chin, placing one hand on Squidward's shoulders and the other now caressed over his chest. The kisses moved from his chin to his jaw, to his neck. He felt his rival's teeth as he nibbled, sending chills up Squidward's spine. Then kissed down to his shoulders, then down to his chest. Squidward gasped as Squilliam kissed a nipple, then licked the sensitive flesh. Squidward could only gasp. Squilliam tended to one, then the other, and then slowly down Squidward's body. He felt the other scoot down his legs as his kisses neared Squidward's abdomen. The kisses were tender, slightly sucking, and wet as the millionaire tasted the other's smooth flesh. Then Squilliam took Squidward's member in his hand again, startling the older octopus.

"Squilliam.." He plead again, his voice hoarse and trembling. "We shouldn't.." Squilliam grinned hungrily at him, and then electricity ran through his entire being as the hot liquid flames that was Squilliam's mouth enveloped his head. "Oh, Neptune!" He cried out. He was lost as the other began pleasuring him. Sucking, and sliding him into his mouth bit by bit. Squidward could only throw his head back, eyes shut, mouth open as pleasure engulfed him. He wanted to cry as he realized with a start that his entire length was buried in Squilliam's mouth. He shuddered. Oh, he wanted more. The other gave it to him, beginning a glorious up and down that brought him to instinctively rock his hips matching Squilliam's rhythm. As this continued, he had the horrible realization that this was almost too much for him, his body was ready to squirt. Oh, please.. He thought desperately. Not like a horny teen getting his first sexual encounter! Anything but that! Squilliam gave him a little pause. Then continued again after the older octopus was back in grip. And this continued, him feeling ready to explode, and Squilliam controlling it, halting him from tumbling over the edge. He had no idea how long this went on, but oh Neptune, it was good. Suddenly, the other kicked up the pace instead of giving him another break. And Squidward shortly could only helplessly fly over the edge into an intense climax, pumping his seed into the other's mouth. He was lost. He didn't register as the other sucked the last drops from him, only aware of the intense pleasure that choked him. He then started as the other suddenly kissed his lips, then thrust his tongue into Squidward's open mouth. Squidward jolted as he tasted his orgasm, not snowballed, but could taste the traces of himself on Squilliam's tongue. He was beyond caring. He just wanted to hold and kiss the other, thank him for the pleasure. He felt the other adjust, spreading his knees apart. He let it, making room as Squilliam moved between his legs. The other sat up and grinned.

"Enjoyed yourself?" The millionaire licked his lips. Squidward just nodded, he couldn't speak. "Excellent." Squilliam purred. "I enjoyed you too, so tasty. But now.." His tentacle traced an inner thigh. "It's MY turn." Squidward looked up at him questioningly. Squilliam retrieved something from the pocket of his dress coat and Squidward's heart stopped as he thought it was the knife. But Squilliam held up a little bottle which he opened and began squeezing its contents onto his erect member. After a moment of dumbfounded gaping as the millionaire slowly and indulgently spread it over his entire length, Squidward realized with a start that it was lube.

"Wha-what are you.." He began. The other looked at him lustfully as he continued caressing himself.

"I'm going to.." The other breathed, tantalizingly. Then reached down between Squidward's legs and teased his hole with a lubed finger, spreading the moisture all over the entrance. Squidward knew what he wanted, and wanted to protest, yet the look in his rival's eyes, the naked desire and pure adoration as he gazed at Squidward's body and most intimate parts, soothed away his doubts. "I'm going to take you to paradise." Squilliam was so honest here, so clearly enchanted with him.. It warmed Squidward.. He felt secure, safe with his rival. So, as he felt the finger ease inside him, he relaxed. "Ohh, Squiddy.." The other breathed, his voice thick with desire as he now began spreading the moisture inside Squidward. "By Neptune, you are breathtaking.. So sexy.." He could barely believe his ears.

"I-I am?"

"You are." The other affirmed. "I can't wait to take you.." He then removed his finger and lowered himself over Squidward. He gazed into the cashier's eyes. Squidward started as he felt the other move the tip of his member to his entrance.

"Squilliam, I-I don't think I c-can.." He gasped, afraid. But the look in Squilliam's eyes was warm, lustful, and reassuring.

"I won't hurt you, Squiddy, I promise. Just relax and trust me. You'll like it." The soothing tone helped. Squidward then nodded, trying to relax. The other smiled and, very gently began easing forward. Slowly, with none of the urgency Squidward would have expected. Squidward grit his teeth, afraid as it got more intense.. It was going to hurt! Squilliam was...

"T-too big..!"

"Relax, Squiddy. Just relax." The other reassured him. "I won't hurt you. Just relax and enjoy.. My Squiddy.." Squidward couldn't help it, he felt reassured. Squilliam was so controlled as he eased further in. To Squidward's complete astonishment, his body opened and Squilliam's tip slid fully in. He gasped and the other remained still, letting him get used to it. "See? And you feel simply incroyable!"

Once Squidward had fully relaxed again, and was sure it wasn't hurting, Squilliam began to ease further in. Squidward could hardly breathe, barely able to believe what he and his rival were doing. Squilliam laid back down upon him, and slid in half way, then eased back out to only his tip was inside the other, and in again. With each slow entry, he went in a little deeper. Soon, Squidward gasped as he felt Squilliam bury himself fully inside him, all the way to the hilt, hips against his thighs and Squidward's balls against the other's pelvis. Not painfully pinched, just touching. Squilliam's breath slightly shuddering. The millionaire held still again, to savor the moment and began kissing Squidward again. Squidward returned it. Then Squilliam resumed, moving slowly in and out, picking up a comfortable rhythm. Then all at once, Squilliam's little gasps erupted into lustful moans. Squidward, however, had been focused on what was going on down below, and gasped, surprised at how good this too felt.

"Why, Squiddy!" Squilliam's voice suddenly broke in as the the younger octopus halted. Squidward looked up to see the millionaire grinning down at him. "You ARE a lusty one, aren't you?" Squilliam purred, reached between them and took hold of Squidward's newly hardening member. "Oh, yes! Very nice, Squiddy! Incroyable!" Squidward blushed, and Squilliam kissed him. Then resumed, this time stroking Squidward whilst. Squidward closed his eyes again, losing himself to the pleasure, his lover's ever increasing moans in his ears.

Soon, Squilliam was thrusting in and out, faster and faster. What squidward couldn't help, was that it felt good, apparently, there was something inside that every time Squilliam's member rubbed it, drove him to ecstasy. And Squilliam was loud, very loud - it wasn't gasping, anymore, but loud moans, and calling his name frequently.

"Squiddy - ah! Yes! Ohhh! Ah.. Ahh, mmm! Yes! Oui! Oui! Squi.. Squidward! Uhhh!"

Squidward was nowhere near so loud, but eagerly shared the passion. Squilliam was fucking him and stroking him, he wasn't sure how his rival could pull both off simultaneously, but he apparently could very well. Squidward wasn't sure which one of them came first, but he would never forget the moment his rival kicked into high gear and shortly thereafter, with a loud moan and strong shudder, collapsed upon him, gasping for breath and trembling as he filled the cashier with his seed. Still panting, he noticed a sticky substance between them, from his own cum. They held each other tight, as they recovered. As soon as they could breathe somewhat, they were kissing. Squidward felt the other's flesh softening inside him. Then Squilliam pulled himself up to look at him, and he opened his eyes to meet the other's.

"Squiddy.. My Squiddy.." The younger octopus murmured, gazing adoringly and looking satisfied. After a few more moments, Squilliam spoke again. "Stay relaxed.. I-I'm pulling out now.." Though it hardly mattered, as the other was soft and Squidward's body didn't protest in any way. Squilliam moved off him, laying next to him on the outside of the bed. Squilliam then quickly pulled him close. The two snuggled..

Afterwards, laying in each others arms, sweaty and still catching their breath, Squidward began to feel bad. What they'd just done had been beyond incredible, but it was so very wrong. He couldn't believe he'd fallen for his rival, that he'd done something he'd always thought perverse. He'd slept with a guy, and had enjoyed every forbidden touch, kiss.. every passionant and needy second. His rival's agile body even more amazing than he'd imaged.

As Squilliam held him so tight, adoringly nuzzling his neck, he forced himself to just drop his worries for now and snuggle back. The deed had been done, for better or worse, and there was no erasing it. Best to just enjoy the affection and aftermath as long as it lasted. He'd never been treated the way Squilliam had just done, taken to levels of pleasure he hadn't known existed.

He sighed again, defeated and spent as the wealthy octopus kissed his neck, then drew back and smiled pleasantly at him. "So, not too shabby, eh, Squiddy-dear?"

"Um.. well.. it.." Squidward didn't know what to say.. Now it was going to get awkward. "I can't believe we actually just did that.." He finally said.

"I can't believe it took us so long. How did I never realize before just how very sexy you are?" Squilliam wondered aloud, Squidward's jaw dropped.

"I-I'm sexy?" He asked incredulous, it didn't matter that it'd been said before, he couldn't believe it still.. Squilliam looked at him, narrowing his eyes for a moment. He raised his head.

"You didn't know that?" He asked and Squidward shrugged.

"I never thought you'd say it.." He trailed off. The truth was, Squidward thought he was a work of art, but he'd always seemed to be alone in that opinion. A fact that hasn't been missed on him.. And Squilliam was perfect, with his compact, agile dancer's body, his flawlessly smooth skin, and generous endowments.

"Me either." Squilliam admitted. "But you are. Especially when you're helpless in the throes of passion." Squidward blushed.

"Y-you are too, Squilliam." He admitted, and his cheeks certainly couldn't have been much redder over the whole thing.. "Your body's incredible." Squilliam beamed, an honest smile that struck Squidward. "But, uh, surely you knew that already..?"

"Oh, of course." Squilliam grinned. "But I never thought YOU'D say it." Squidward looked at him and couldn't help a little chuckle over the other's playfulness. Then he sighed. He still felt self concous about his body and...

"I.. I'm small, aren't I?" He was referring to his member.

"What?" Squilliam asked.

"I.. I mean.. down there.." He was scared. Squilliam looked down, then back to him. He chuckled, hugging the other.

"Well, we both know who is the most fabulous and fancy, don't we?" Squilliam gushed. Squidward nodded, groaning sadly. "But, you rival me." Squidward's eyes shot to the other's.

"Wha..? I-I do?" He croaked.

"Yes, Squiddy-dear! You do. You're easily as big as me." Was that another joke? Just leading him up to crush him? He didn't dare ask. The problem was that something had happened, and it wasn't just horniness. Squidward had.. had given him everything, and he was jolted..

He knew he was about the same size, when erect, anyway, had seen it.. but he felt insecure still.. particularly next to the perfect and fabulous Squilliam Fancyson, who always seemed to shine so radiantly over anyone and everyone else.

"So, what happens from here? How's it supposed to go now?" He dared to ask.

"What do you mean?"

"You know; between us!" He snapped. "Do we go back to our old ways pretending this never happened? Or what?"

"I hadn't thought about that yet." Squilliam admitted. "It wasn't planned on my end either."

"You were hitting on me, throwing yourself at me!" Squidward reminded him. "How was that not planned?"

"I didn't expect you to wake up with a raging boner next to me!" Squidward just blinked. "I was expecting to just let you sleep whilst I kept a look out."

"So do you throw yourself at every guy who's horny around you?" The look on Squilliam's face was unreadable. The younger octopus sighed, laying back down against the pillow. Then spoke in a distant voice.

"Only those who selflessly stay up all night keeping me warm." After a few moments of silence where Squidward mulled that over, Squilliam continued. "I've never had to throw myself at anyone, before... They always threw themselves at me."

"And I was so easy.." Squidward said miserably.

"What?! Hardly!" Squilliam shot in. "You lasted an entire night alone and in close proximity and still were considering refusing me! Not to mention all those years!" Squidward sighed, feeling meloncholy that Squilliam had it so easy.

"So, you've had a lot of lovers, huh?"

"I.." Squilliam started, then raised himself up to one elbow to look the older octopus in the eye. "None as amazing and sweet as you.." He admitted and Squidward blinked.

"Huh?" He wasn't sure he'd heard right. Surely Squidward couldn't be that good, he had no experience with guys before, and not all that much with women either. Squilliam was caressing the side of his head.

"You're positively intoxicating." Squilliam said. Squidward couldn't help himself, he reached up and pulled the other in for a kiss. Squilliam returned the kiss.

When they parted, Squidward looked up at him. "I.." He began, feeling sad again. The future was now so unclear.. He didn't want to go back to fighting with the other, not now that there was something Squilliam could really use against him. He'd be crushed. Squilliam hugged him.

"Oh, Squiddy.." He said happily, then yawned.

"But still, how's it supposed to go from here? Are we rivals? Is this left as a one night stand?"

"Hmm.." Squilliam seemed to be thinking about it. "A one night stand would be kind of a pity, don't you think?" Squidward wasn't sure how he felt.

"I don't know.. I still can't believe I slept with you one time already.." He trailed off. Then added after a bit. "But you were right about one thing: I don't have the heart anymore to expose you.." Squilliam smiled.

"I knew you wouldn't." Squidward paused as an unpleasant thought came to his mind.

"Wait, did you seduce me just so I WOULDN'T expose you?" He questioned. The other shot him a glare.

"Paranoid much?"

"Well? Did you?" Squidward demanded.

"Now I'm really insulted! You think I had ulterior motives? After ALL we've just been through together?" Squilliam looked more than a little genuinely hurt and Squidward sighed.

"I guess not.." He said miserably. "I just don't even know what to expect. This is all new and strange and more than a little baffling! I don't even know what to think!" Squidward exclaimed. Then something dawned on him. "Oh, shrimp! I've suddenly gotta go pee.." Squilliam chuckled and released him. He got up and groaned loud, aware of an ache in an unmentionable area. Squilliam was grinning at him. He huffed and went to the bathroom. When he returned and crawled into back into the bed, he groaned, rubbing his backside. "That is so weird, you know that?" Squilliam laughed.

"Well, I WAS trying to be gentle on your first time." He said.

"Well: Failed. And it's slimy.."

"You weren't complaining during!"

"I-it wasn't a problem then!"

"Oh, Squiddy..! It's normal, it'll feel weird for a few hours, then it'll be fine. Or does it hurt intensely?" He looked genuinely concerned.

"No.. It just aches a little.. And feels really weird." Squilliam hugged him tighter, caressing the back of his head lovingly.

"That's good. Yes, that's perfectly normal the first time. Your muscles aren't used to the workout yet. And the 'slime' is from me.. A love note, if you will." Squilliam wiggled his unibrow suggestively. Squidward blushed furiously. Nothing more to say, the two laid together in silence, enjoying being close.

Finally both got up, cleaned up as best they could (Squilliam cleaning the climax from Squidward's tummy with his tongue) and sought out their clothing. As nice as it might've been to stay there in each other's arms forever, they agreed the situation was a little more pressing. They needed to check the rest of the hotel, find out if there may be anyone else trapped somewhere.. And find out, of course, why the heck it seemed abandoned. What all had happened while they were trapped in the dark elevator. Peaking out windows revealed nothing out of the ordinary.


	2. Chapter 2

They resumed looking around, down the stairs and deciding to head to the kitchen. The upon trying to open the double doors, they seemed blocked. Squilliam growled. It took both of them to push whatever was in the way and make enough room for them to squeeze through. What they saw explained: One of the huge, metal cooking tables had been knocked over against the door. The two men shoved it to the side. A look around the kitchen itself looked like there'd been a panic. Foodstuffs strewn about, things knocked over, the freezer doors open. Both octopi shuddered slightly at the ghost town feel. They checked around, but found nothing useful. They looked at the freezer.  
>"There's no way I'm going in there." Squidward said.<br>"Scared, Squiddy?" Squilliam chided him.  
>"Should the doors for some reason close, how do you think we'd get out of THAT?"<br>"Then *I* will go in and have a look around, and YOU make sure I can get back out." Squilliam suggested.  
>"Fine, but be quick about it." He said and the two walked up. Squidward placed himself in the doorway, leaning on the frame as his rival went inside.<p>

After a minute, he heard Squilliam's echoing voice call to him. "Well, there's nothing to be found here - except that it stinks!"  
>"Then would you move your tentacles and get back here already?" Squidward called impatiently, feeling more uncomfortable by the moment. Squilliam reappeared a moment later, holding his nose.<br>"Well, we know now that the power went out all over the place at the same time." Squilliam said.  
>"We do?" Squidward asked.<br>"Well, the meat's been warm long enough to start rotting." He explained. "But, there were no other previously non-edible corpses in there, luckily." Squidward gaped at the choice of words.  
>"Ugh, you're gonna make me sick.."<br>"Then be glad you weren't back there just now." Squidward turned and looked around.  
>"So, what now?" Then both thought for a moment silently. Then turned to each other and exclaimed in unison.<br>"The electric control room!"  
>"To the basement!" Squilliam said and both quickly left the kitchen.<p>

Since Squilliam seemed to know his way around, Squidward let him take the lead. The two went through the lobby to the back where management was situated. They found the stairs and headed down to the bottom. There, they went through the door entering the basement. Both stopped at the same time and groaned. Of course, it was dark here. Squilliam looked at Squidward. "Okay, you hold the door open and I'll have a look around." He said, Squidward just nodded.

*** [Squilliam's POV]

Squilliam entered and looked around, his eyes slowly adjusting to the very dim light. Everything seemed okay, in contrast to the mess in the kitchen. There were some papers on the floor and one upturned chair, but not near so alarming. Someone clearly left in a hurry, but no struggle or whatever had happened. "Huh.." He called back to Squidward. "There's another door back here!" He explored and tested it, finding it unlocked. However, it was far too dark to enter. "Blast! We NEED a flashlight!" He called to the other.  
>"Well, better start looking for one then!" Squidward called back. Squilliam halted mid-step and turned toward the door where the older octopus was waiting.<br>"Gee, Squiddy, I wouldn't have THOUGHT of THAT! I'm osure lucky I have you to point out the obvious!" He called back and, hearing the other's agitated groan, laughed.  
>"Would you just hurry it up!"<br>"Just a minute! I wanna look around here some more!" Then he began opening drawers and cupboards in the hopes of finding a flashlight somewhere. "A-ha! C'mere, Squiddy!"  
>"But the door.."<br>"Oh, would you just get over here already?!" He snapped. With a moment's hesitation, the other let the door close plunging them into darkness.

***

"Squilliam, I can't see where I'm going!" Squidward cried.  
>"Romantic, isn't it?" Squilliam replied from somewhere slightly to his left.<br>"Not the word I'd use.."  
>"Here, lemme shed some light on the situation!" And suddenly Squidward was blasted with a bright light shined directly in his face.<br>"Aaagh! What's WRONG with you, you snot?!" He cried, covering his eyes. He heard Squilliam's laughter as the younger octopus lowered the light. He then found his way over to Squilliam and glared at him.  
>"Just having a little fun." He said. "So, come on. Through that door." And both went inside. "Bingo, Squiddy!" Squilliam exclaimed as they saw the computers and panels.<br>"Yeah, but none of this has any power, either." Squidward pointed out.  
>"Haven't you ever heard of a power button? We have to turn it back ON first." Squilliam said in a tone as though he were talking to a small child.<br>"Then go do it, Fancyson. Provided you can figure out where it is.." Squidward growled. Squilliam shined the flashlight around a little while, then walked up to what was a very large switch.  
>"Voila! Really quite hard to miss actually." In the light if the flashlight, Squidward could see the smug grin on his rival's face. He sighed and walked over. Then Squilliam turned, pulled it down, then back up, then waited five seconds and pulled it down again. Nothing happened. "Oh, fish paste!" Squilliam cursed.<br>"Great.. So, now what?" But Squilliam tried it again. This time, they were washed in light and sounds as machines and computers started whirring to life. They both shared a delighted smile, Squilliam looking pleased with himself. Before either could speak, they were suddenly plunged back in darkness and the sounds came to a stop.  
>"TARTAR SAUCE!" Squlliam shouted, furious. "I really thought we had it that time." Then he tried the switch again a few more times, but nothing. "Well, that's it for that plan.." He grumbled. Squidward didn't say anything, having no desire to chastise or anything else, for he'd been just as hopeful as the unibrowed octopus.<br>"Well, now what?"  
>"Back to square one." Squilliam sighed. Squidward did have one idea.<br>"Lets check the other elevators, just in case we weren't the only ones trapped on one." With that, both left the room and ran to the nearest elevator shaft. There, they pried the doors open. Both panting, they peered into the shaft shining the flashlight trying to see where the car was.  
>"A few levels up.." And they ran up the stairs.<p>

Soon, on what they hoped was the right floor, they ran to those doors and worked to get the outer ones open and sure enough, there was the car - about 3/4's above the floor. They managed to pry the inner doors open. Inside, there was nothing but a metal panel on the the floor and the ceiling door hanging open. Squidward smacked himself in the forehead, groaning.  
>"Well, we onow those two safely escaped! Looks like it's onto the next." Squilliam said. Which was right next to their car. Once those doors were open, they discovered the car was down near the main level. "I hope you like exercising, Squiddy!" Squilliam grinned, and it was back down the stairs.<p>

When they arrived in front of the doors, Squilliam turned and said. "You know, we may not want to open this one." Squidward blinked in surprise.  
>"What? Why not? You DON'T think someone could be trapped on it?" Squilliam had an odd, almost sheepish smile.<br>"Actually, I was just thinking about how we peed down the shaft earlier.. and if they were unfortunate enough to have the emergency door in the ceiling open at the time.." Squidward's mouth fell open in horrified realization. He was mortified, he knew that'd been a bad idea!  
>"Well, time to face the music!" And with a miserable groan, a very unhappy Squidward helped him pry the doors open.<br>This time, the car was on the main level completely, and they saw the emergency manual door openers. This made their work decidedly simpler, and they were looking into the car in no time. Squidward exhaled in relief.  
>"Looks like no one got any golden showers!" Squilliam exclaimed.<br>"How many more elevators?" Squidward asked.  
>"At least one more set that I know of." Squilliam replied. "And the private one for staff only."<br>"Then... after you, Fancyson." He was getting quite weary of all the running up and down the stairs plus the effort it took in prying unwilling doors open.

This time, they headed toward the back side of the building and found two more elevators. First set of doors opened, they looked in and Squidward wanted to cry.  
>"Oh, it's at the TOP!" He whined, forelorn.<br>"We'll check the other one first." Squilliam said. Once the other set of doors were open and they were looking in, Squilliam burst out laughing and Squidward cried in frustration.  
>"Oh, I HATE this place!" The younger octopus suddenly wrapped his arm around the other's waist, squeezing him playfully.<br>"So, which one do you wanna hit first, Squiddy-dear?" He was grinning widely.  
>"Oh, what difference does it make?" He moaned.<br>"Well, do you want to run UP the stairs first or DOWN?"  
>"I just don't care!"<br>"Then up it is!"

By the time they were standing before the doors, Squidward was out of breath and bracing himself on Squilliam as he tried to catch his breath. He took some consulation in the fact that Squilliam was breathing hard too, though.

Taking a couple minutes for their breathing to return to normal, they set to work on the doors. The car, they found was partially below the floor, but they were able to reach the emergency mechanism and open the doors. Soft crying or whimpering immediately met their ears and they both peered in. Squilliam shined the flashlight and there was a frightened shriek. In the corner, they found..  
>"..A child?" Squidward cried, incredulous.<br>"And all alone?" Squilliam wondered around.  
>"Oh, this is just great!" Squidward grumbled.<br>"Here, Squiddy, you take the flashlight and I'll get him out of there.." He then swung his feet over the edge and carefully hopped in. The child scrambled away from him. He tried again to approach the child with no luck. So then he sat down on the floor and watched the child silently for a while. Finally he said in a soft, reassuring tone. "I won't hurt you, Kiddo, I'm here to rescue you. Where are your parents?" The child remained silent. Squilliam scooted a little closer. "You know, my friend and I were stuck in an elevator, too." He began, the child just watched. "For the WHOLE night, in the darkness. It was AWFUL, and SO cold." The child blinked. "I'll bet you've been really, really scared, but you're safe now. We even have food and water, and I'll bet you're starving." Squidward, who was not overly fond of children, gawked at his rival while Squilliam was still continuing to reassure the boy. "You just have to trust me so I can help you out of here. Then we'll help you find your parents. Come?" The child, a small fish who couldn't have been more than 3 or 4, Squidward guessed, though all kids admittedly looked the same to him, hesitated for a good few moments as Squilliam held his arms out invitingly. All of a sudden, the child ran to Squilliam, throwing his arms around the octopus. Squilliam hugged him back, gently rubbing the child's back soothingly.

He remained this way for a couple minutes as the child wept into the collar of his dress suit. Then he finally spoke. "So, shall we get out of here now?" The child looked up and met his eyes, Squilliam gently wiped them dry. "Yeah, lets get out of this elevator, huh?" The child just gave a nod and Squilliam stealthily got to his feet in one fluid movement despite having his arms busy. He carried the child over to the door. "I'm going to let my buddy take you so that I can get out too. He's here to help also." The child hesitated, but then nodded eventually. Squidward took the child and moved back to give the other enough room. Squilliam hoisted himself up and out with all the ease and grace Squidward had come to expect from his agile rival. Squidward then offered him the child back. Squilliam at first made no move to take boy again until the little fish reached for him, eyes pleading. "Alright, come here. Now, what's your name, Son? I'm Squilliam and this is Squiddy." The child said nothing.  
>"Squilliam, I think he's too young to talk." Squidward ventured.<br>"What? This big boy isn't a BABY! He'll tell us when he's good and ready." He smiled at the child. "You've just had a very rough night." The two then began walking, heading for the staircase. "Alright, little man, now lets get you something to eat."  
>"Wait, what about the other elevator?" Squidward asked, stopping him as he lead the way back to the vending machine they'd raided earlier. Squilliam glared at him.<br>"It'll have to wait. This boy needs food and drink urgently!" Then Squilliam promptly continued on his way, Squidward followed after, secretly not minding the break from running up and down flights of stairs.

When they we're nearly there, Squilliam began speaking to the boy. "You know, we've got something special for you to eat, after all you've endured." Squidward just rolled his eyes. He'd never been fond of children and never wanted any. He didn't even understand them and always found doting parents annoying. "You get to skip all those yucky vegetables your parents make you eat and jump right to dessert!" Squilliam was saying as they turned the corner. At the machine, Squilliam held out a hand. "So, what would you like? You can have *anything*! - Well, minus the seanut-butter cookies, 'cause those are mine!" And as the child pointed to exactly those, Squidward laughed. "What?" Squilliam exclaimed. "You want MY cookies?" He pouted at the child, who smiled for the first time and nodded. "Barnacles!" He gave a heavy sigh, then in an exaggerated tone said. "Ohhh! ALRIGHT! But just this once!" He gave the child the package and watched as the child fumbled around with it. Finally the boy looked up. "Hmm.. Lets see if Squiddy will open it for us!" He shot Squidward a grin, the older octopus groaned and took it, tore it open and handed it back while making as little show of the motions as possible.  
>"There!" He grumbled.<br>"Thank you, Dear!" Squilliam said. Then he began walking again. Squidward sighed and followed after.

Soon, they ended up back at the suite where they'd, well, you know, earlier. Squidward felt his cheeks heating up when his gaze landed on the bed. Squilliam sat on the little sofa as the boy continued eating.  
>"Squiddy, would you get some juice out of the wet bar?" He asked. The older octopus did so and brought it over.<br>"Shall I open it too?" He asked, nonplussed.  
>"Oh, that's very kind of you, thanks!" He said and Squidward twisted off the cap, setting it on the table. He realized Squilliam was still fixing him with an expectant look.<br>"Oh, now what? Am I supposed to drink it for you too?!" And Squilliam laughed, to his frustration.  
>"Aw, Squiddy, where are your manners?" He asked.<br>"Long since used up!"  
>"We need a GLASS!" Squilliam said. Growling, Squidward went hunting for one, finding some in a cupboard above the bar. He set it down on the table with a thwack, then trudged over to.. He halted, there was only the bed. The bed where he and Squilliam had.. He gulped, sweating a little from the memories. He turned sharply away and, as his gaze landed on the other two, decided the child's presence had at least one advantage: He wouldn't have problems staying turned off. The kid was more effective than any cold shower. He backed up and, with a sigh, sat down on the bed heavily. Having nothing better to do, he watched his rival with the boy. Though his mind was elsewhere, trying to puzzle out the whole situation. A hotel, party centre hosting a big event and filled with people that all of a sudden, within 24 hours had became a ghost town. That was just odd.<p>

When the child was finished, Squidward still hadn't drawn any conclusions. He decided to ask his rival, maybe Squilliam had been able to draw conclusions he hadn't. Then again, as he looked over at the two, he had his doubts the wealthy octopus had even been thinking about it. He was tickling the kid! And the little beast was just gales of laughter.  
>"Squilliam!" He broke in to get the other octopus' attention. After a moment, his rival looked up. "This is probably a dumb question, but have you put any thought into what could be going on here? That is, on the side of playing super nanny." He added the last a little more scathingly than he should've. The other octopus considered in silence for a bit. Then he looked at the child.<br>"The most unfortunate game of hide-and-seek ever?" With a groan, Squidward smacked his forehead.  
>"Are you going to be completely useless from here on out?" He cried. Squilliam glared at him.<br>"Shh! Not so loud, you'll scare our new little buddy!" Squidward groaned in frustration, more than just a little bothered that Squilliam was chastising him in favor of a child.

Suddenly, the other stood up. "So, you two! We need to head back to the other elevators - oh, it'll be alright, big guy, Squiddy's here to protect us! But, if anyone else is trapped in one, we need to rescue them too." He explained to the child who'd given him an alarmed look. Squidward had his hands over his eyes, wondering just how much more miserable the situation was bound to get with a kid in tow. It wasn't looking good so far. "Oh, Squiddyyyy!" Squilliam called in a singsong voice. "You coming or not?" Squidward looked up and, with a start seeing Squilliam striding from the room, jumped up and scrambled after.

***

Once they'd arrived literally at the bottom in the basement, flashlight in hand, and the elevator doors came into view, both octopi stopped in their tracks. They shared an alarmed look, then slowly approached the door. It was a heavy steel door, just what you'd expect to find in the bowels of a building.. and it was bulging out, as though there'd been an explosion behind them. Squidward gulped as they slowly approached. Then his rival spoke - not to him, Squidward realized.  
>"Alright, big guy; I need your help." He was looking at the child, apparently able to mask his worry for the child. "I'm gonna put you down and I need you to hold the flashlight while Squiddy and I try to get the doors open. Think you can handle it? Yeah? Excellent." He set the child down and gave him the flashlight, knelt down on two knees and instructed the boy carefully. "So, you see that door? Keep the flashlight shining on it so we can see." The kid nodded and he stood up. Squidward and he walked up to it, trying to assess the situation for a moment - they'd have to simply try and pull it open. Meeting each other's eyes, Squilliam nodded and they got to work. Both straining against it, pulling with all their might. It budged ever so slightly, then the terrible schreaching roar of metal giving in behind it, the door started to give and fall their way. Squidward froze in horror as he realized a freaking lot of metal was about to crush them.<p>

Suddenly, a harsh jerk on his arm and he went sprawling to the side hitting the hard floor painfully as a loud crash shook the room, throwing up a cloud of dust or smoke, he couldn't tell.


	3. Chapter 3

Squidward couldn't tell if he was dead, had blacked out, or was just stunned as he lay sprawled on the hard floor feeling like he'd been hit by a bus. Everything hurt. What he became aware of first, as far as outside stimuli was concerned, was the sound of a child coughing and.. sobbing. He groaned and gingerly tried to push himself up. Everything hurt and he almost laid right back down. He then tried again, successfully pushed himself to a sitting position. He groaned again and tested his legs, so far nothing seemed broken. The worst was the pounding in his head. He groaned again, and realized the childish sobbing had turned to wailing. Oh, just what he needed now. He turned to fix the source of the noise with a glare and whatever scolding he could muster up. His gaze fell on the child, who was laying over.. his voice caught in his throat as the picture focused into view. He choked at the dusty dress suit adorning the unmoving body of "Squilliam!" He croaked. He crawled over, ignoring the pain in his head. He placed his hands on the lifeless shoulders. No! Not Squilliam! He suddenly had a coughing fit, nearly collapsing upon the other octopus. Rendered helpless, he could only lay his head next to the child's on his rival's chest as his lungs desperately tried to clear themselves.

He wasn't sure how long the coughing had lasted, but as it began to subside, his stomach was in turmoil from the powerful convulsions. He did his best to will it to settle, when he thought again that Squilliam was laying here maybe.. He lost the fight then, and barely had time to pull away as his stomach began violently expelling its contents.

When this attack finally subsided, he was shaking, face wet from tears, and choking on the horrid taste of bile. His nose was burning too. He was completely spent, worn out and weak. He managed to spit, then as he lacked anything else and his mind was still reeling from the ordeal, idly wiped his face on his sleeve. He coughed a few more weak coughs, then forced himself to turn around and face the horror behind him. Squilliam's lifeless body. His throat constricted as a slew of emotions flooded him all at once. He grabbed the collar of the dress suit in his fists and collapsed with a terrible sob.

Not Squilliam! Anyone but Squilliam! In his confused and tormented mind, the irony that it was his rival he was breaking down over didn't occur to him. What did register was that the person he'd spent the last 24 hours in what was rapidly declining into complete hell with, was.. was.. No! He couldn't finish it! If he didn't call it by name, maybe it wouldn't be true.

"Squilliam.." He didn't realize he was speaking aloud, but wouldn't have cared even if. "Not you.. not you.. Please, not you..!-". His voice halted as he began choking on his sobs. He felt like throwing up again, but was too weak to do anything. To move, to try to relax, to get ahold of himself in any way. He couldn't even manage to produce the tremendous sobs he so wanted to anymore, and laid there helplessly weeping in anguish.

He had no idea how long that lasted either, but as he was quieter now, a rhythmic sound came into his awareness. It took him a while to register that it was coming from the still warm body beneath him. It took another while before he was able to piece together what it was. Then, with a start, he jerked himself up and looked down at his rival, giving him a proper look over for the first time. He lowered his head again and listened. Sure enough.. 'Thump-thump.. Thump-thump..' He raised himself again and placed his hand near the other's mouth. He felt the faint movement of air. He bit his lip and all at once, relieved excitement flooded through him. He wasn't dead! Adrenalin began pumping through his veins. He quickly set to action checking Squilliam over. There was blood, most notably and alarmingly, from his head. With great care, he reached out to him, gingerly feeling every part of the skull he could reach without moving him.

Then he glanced at the child.. Oh, right.. There was that inconvenient detail. He reached for the child and eased him up, away from Squilliam. He met the child's eyes and the boy threw himself on Squidward crying. Oh, just great.. After a moment, he pried the kid loose, taking the boy by the shoulders and looked firmly into his eyes. Then spoke the most wonderful sentence he could imagine in the moment. "Squilliam's not dead." That flooded him with emotion, and his throat tightened. "Squilliam's not dead!" He cried happily. "You hear me?! He's alive! Alive! Oh, thank Neptune, SQUILLIAM'S ALIVE!"  
>"A-are you trying to r-reassure the boy or... scare him more?" That voice.. THAT voice! The most wonderful voice in the whole ocean! Weak, and scolding, but sweet, sweet music to his ears! He turned to find the other with his head slightly raised fixing Squidward with an almost amused look. Squidward let go of the child and almost threw himself on the other octopus, who gasped and moaned painfully. Squidward drew up, looked into the other's eyes, the beautiful dark red rectangles that were Squilliam's pupils, and he couldn't help himself; he lowered his head and kissed the other right on the lips. Those sweet, wonderful, tasty lips; warm, supple, and delightfully returning the gesture. When he broke it, mainly because another coughing fit was threatening, the other was gazing at him adoringly. "Dang, I ought to have a near-death experience more often!" The other said, lips then pulled into a smirk. As Squidward withdrew to cough, the other slowly pushed himself up. Then Squidward heard the other speak. "Oh... barnacles.." His tone was anything but thrilled. Squidward looked at him, then followed his 'oh crap' gaze to see... the child gaping in wide-eyed shock. Squidward's own mouth fell open in petrification, he'd completely forgotten the kid was there. He groaned. That was probably the first time the kid had ever seen two men kiss on the mouth like, well, his parents probably did. Squidward wished the floor would swallow him up, he had NO clue how to explain THAT to the boy. Squilliam gave the child a little, almost apologetic smile. "Uh.. He's very, er, happy I'm not dead.." Squidward wasn't sure that was a great explanation, but had nothing better himself.<p>

To his astonishment, the other octopus got to his feet - something that hadn't even occurred to Squidward to try yet - and dusted himself off. He reached for the child, who seemed quite glad to be back in the wealthy octopus' arms. Maybe the kid hadn't been too badly traumatized by Squidward's lapse in judgement, after all.

Squilliam was back to the matters at hand, while Squidward was still reeling on the floor. The younger octopus reached down with his free hand. "Up and at 'em, Squiddy!" Squidward looked up, took the outstretched hand, and, grunting, got to his feet. He staggered slightly, everything was sore, but seemed to be able to steady himself. He looked at Squilliam, wondering how the other managed to be so apparently resilient. Looking in the other's eyes, though, he realized Squilliam was, in fact, straining. He gently took the boy from his hands and set him on the floor, ignoring the kid's protests.  
>"Are you sure you're ok?" He asked, concerned. Squilliam shrugged.<br>"It'll do.. Now, come on!" He then picked the boy back up and turned. Squidward rolled his eyes at the other's stubbornness, and his gaze fell on the flashlight which was miraculously still providing the only source of light in the room. He made to retrieve it when Squilliam's disgusted voice broke into his thoughts.  
>"..Ohhh, Squiddy..! Did you HURL?!" Squidward started, then whirled around on the other incredulous.<br>"I just went through a major ordeal!" He cried.  
>"And then you KISSED me!? Uaggh!" Squilliam gagged. Now both furious and hurt, Squidward strode over to the other, grabbing his shoulder ready to give the stuck up millionaire a much-deserved piece of his mind. Squilliam then whirled on him and before he could figure out what was happening, the other was kissing him full on the lips, driving everything he'd been about to say completely from his mind. Squilliam withdrew as suddenly as he'd started and admired his handy work, if his self-satisfied grin was any indication. Squidward just gaped. Squilliam poked him in the chest. "But, don't ever do that again!"<br>"...Wha..?" It was all Squidward could manage.  
>"Next time, wash your mouth out first!" The other said. Squidward just.. had no idea what to think, say, or do anymore. The other turned to the child, whom Squidward had yet again forgotten all about, and whispered loudly. "Shh... Don't tell him this, but I actually like him a lot. You can keep that secret for me, can't you, Buddy?" He was grinning conspiratorially and the child nodded, obviously thrilled to be let in on a 'secret' even though Squidward was sure the child had no idea what to make of the whole thing.<p>

Next thing on the agenda was apparently looking through the rubble that had once been the car of an elevator. Squidward hoped desperately no one had been on it, but they found no signs. At least, as far as they could find anything in the ruins. No blood or body parts. But it was impossible to check through all of the twisted metal. They even called out, in case someone might've lived through it and could call back to them, with no results. They had to give up and just hope for the best.

They headed back upstairs, all three wanting to just be out of the basement and able to check themselves over. As they passed the front set of elevators on the same floor they'd climbed out on that morning, they heard a loud whirring and whoosh of wind. The looked into their shaft and gaped at the moving cables. Moments later, and to their frozen horror, they heard the earth-shattering crash of their car's impact with the bottom. They quickly drew back as a cloud dust billowed up. The two adults just stared at each other, horrified by the knowledge that they'd narrowly escaped this fate. Neither could think of a word, just backing away with a shudder. They both drew a breath and exhaled at the same time. They had edged close to each other, elbows touching and the connection brought a little comfort.

Squilliam, as usual, was the first to find his voice, and even then, it only came out in a rushed whisper. "Lets go find that last car NOW!" And Squidward needed absolutely no extra prodding. As the younger octopus turned and began jogging to for the stairway, Squidward was hot on his heels.

Squilliam had to search only a little and both skidded to a halt as they approached the staff elevator with its open doors on a lower level. Out of breath, they stared at the scene. Squidward forgot how to breath, to speak, anything. They found themselves backing away slowly. The only thing on the older octopus' mind was the repeated phrase 'This is not good.. Not good at all..'.

He cast a look to his rival, finding his horror and disbelief stricken face mirrored. The other also had his hand clamped firmly over the child's eyes. With one look at each other, both turned and headed down the hall until the scene was no longer in view. He saw Squilliam steel himself, somehow able to pull himself together and then he set the boy down. He knelt down on two knees and looked at the boy in absolute seriousness. "Listen to me, I want you to stay right here and do not move from this spot, do you understand?" After a moment, the child nodded. "We need to go back there and take a closer look, but you are NOT to come. - ..On second thought, I'm going alone. You stay with Squidward." Squidward gaped, but was in no condition to argue. He couldn't stop shuddering. He managed out a weak,  
>"Please hurry." With a nod, Squilliam turned and went back down the hall. Squidward held the child's hand.<p>

***

Squilliam had to steel himself before looking inside. Then he did, and was again struck by how gruesome it was. Someone had quite literally been butchered in the car. Swallowing against the lump in his throat, he forced himself to analyze it more closely. He couldn't bring himself to step inside the car, however.

Blood on the walls, the remains of.. at least three fish strewn about.. A glint in the corner caught his eye revealing the murder weapon: A machete. He couldn't identify the corpses, but the clothing was all that of staff.

Ok, that was enough. He felt like he was going to hurl. He turned and sprinted back to the other two and, without a word, picked up the boy and shoved his lover to get him moving and that just a little harder than he'd intended. The other octopus sprinted for the stairs, which both adults mounted two at a time.

Once back on the main floor, Squilliam sat the child down suddenly, turned and fell to his knees vomiting. He barely registered the suction-cupped hand of his lover gently rubbing his back. Barely registered how the other knelt down next to him, slipping his other arm around him. In fact, as soon as his stomach had stopped launching his junk food breakfast all over the floor in front of him, he didn't register anything anymore.

***

As the wealthy octopus lurched forward in Squidward's arms, he tightened, pulling the suddenly limp body to him and barely saving his rival from falling head first into his own puke. He eased him back, pulling him safely away and onto his lap where he cradled the younger octopus.  
>"Squilliam?" He called softly, stroking the other's clammy cheek. Since he'd used it before, he wiped the other's face with his sleeve. He looked Squilliam over as he did so, and was finally able to inspect the trickle of now dried blood on the side of the younger octopus' head. He exhaled in relief upon seeing it wasnt a split due to impact, but rather a cut with a very small piece of something still stuck in it. He wondered whether trying to remove it would be possible or even a good idea. He didn't think he could get a grip on it with his tentacles, though. He lightly brushed over it to see if it might budge easily, which, to his surprise, it did. So, gingerly, he tried again. It was trapped in the dried blood and wound, but not in ((whatever invertebrates have - I was going to write "skull")) deeply. He reached into Squilliam's pocket and procured the knife. With his teeth, he pulled out the blade and carefully set to work removing the piece of whatever it was. It proved an easy task and he had it out of his rival in a jif. Inspecting it, he saw it was a piece of metal. He wiped the blade on his shirt, closed it and returned it to its home in Squilliam's suit. "I sure hope you've had all your shots.." He said softly as he wrapped both arms around him. He became aware that the child was, and seemingly had been the whole time, tentatively brushing on his shoulder. Without looking up, he just answered what he figured was the most obvious question at the moment. "He'll be fine. He's just unconscious- ah! Sleeping!" He corrected, dumbing down his language in the hopes the boy could understand. "He'll wake up soon."<br>"Squi?" The tiny and unexpected voice jolted the octopus, and he looked at him mouth open.  
>"What'd you say?" He asked, for that was the only thing he could think of. He'd been so sure the kid was too young to talk.<br>"Squi?" The child repeated. Squidward had no idea.  
>"Skwee?" He repeated what he thought he'd heard and the child nodded. "What's 'skwee'?" He was drawing a total blank. Why couldn't kids just be taught to articulate? The little fish reached out and gingerly placed his hand on Squilliam's head.<br>"Squi." He repeated and it took Squidward an entire moment to put two and two together.  
>"Sk..?" He started, then it hit him like a bad fanfic. "Oh! 'Squi'? You-you mean Squilliam?" He exclaimed. The child nodded. "Squi.." He repeated again at a loss, despite this new understanding, and before he could come up with any sort of further response, the wealthy octopus in his arms began stirring. Then with a groan, Squilliam spoke.<br>"Why are you calling me 'Squi'?" His voice was strained.  
>"Squilliam? Are you okay?" Squidward asked.<br>"I... Where am I..?" This was apparently his automated response after fainting, Squidward decided.  
>"In Davy Jones's Locker, where else." Squidward said dryly. He wasn't irritated, he just, despite himself, couldn't stop being amused over the fact that Squilliam was a fainter. Squidward couldn't blame him in this case, after what they'd seen, but it was amusing nonetheless. Squilliam groaned again.<br>"What am I doing there?" The younger octopus asked, finally opening his eyes. When he'd focused, he gave Squidward a dumbfounded look. "Squiddy..?" He asked, as though he was surprised to see the other there. Squidward sighed.  
>"We're in a hotel which is apparently abandoned, we're alone, without power.. Oh, and you've got a son." He explained.<br>"Son.. -I..? ..[I]What?[/i]" Squilliam started pushing himself up, sitting up straight, so he could look Squidward straight in the eye. "What's wrong with you?" It was as much a statement as it was a question.  
>"You fainted, Squilliam.. And we're currently in the middle of a horror story.. Remember?"<br>"I remember everything. Now why were you calling me 'Squi'?" He demanded, arms crossed and glaring accusingly at the older octopus.  
>"I wasn't calling you 'Squi'! HE was!" Squidward cried in defense.<br>"That's right, blame the-" and as if on cue, the child patted Squilliam's head.  
>"Squi!" He exclaimed. Squilliam gave a surprised start and looked at the boy. Squidward fixed him with a smug grin.<br>"You finally spoke!" He exclaimed, as a huge smile broke out on his face, apparently oblivious to Squidward - a fact not missed by the older octopus. He reached out and ruffled the boy's hair. "See? I told you it'd just take time, Squiddy!" Squidward was less than pleased with being, as he felt, pushed aside in favor of the boy. He bit back a growl as Squilliam got off him finally. Squilliam went rigid suddenly, and turned away looking green around the gills. "Holy.. Who hurled?" He whined, as Squidward got to his feet.  
>"You." Was Squidward's flat reply.<br>"Ugh.. Disgusting.." The wealthy octopus groaned. He pulled himself back together and picked up the boy. Then he looked at Squidward very seriously. "We need to get back to our room, on the double." He sounded desperate, but gave no further explanation.


	4. Chapter 4

When they were back in the room, Squidward closed the door softly and turned to Squilliam, who'd sat on the couch with the kid in his arms, giving him something to drink. Still angry, Squidward strode up to him and glared. He didn't know what to say, and was sure Fancyson would come up with something first anyway, so he waited until the other finally looked up.  
>"Squiddy?" And Squidward waited still. "Something wrong?" The older octopus couldn't believe it. Before he could think of a response, the child yawned, drawing Squilliam's attention away yet again. "Hm, our little buddy seems to be tired." He observed in a hushed voice.<br>"Thank you, Mr. Obvious." Squidward remarked dryly and turned away, going over to the bed where he sat down and directed his gaze pretty much anywhere but on Squilliam Fancyson and the kid. Squilliam, in the meantime, was busying himself with getting the child to sleep and then brought him over to the bed. Squidward silently got up and went over to the large window so his rival could tuck the boy in. The curtains were drawn except for a small crack a few centimeters wide, which Squidward was looking out of. Between sulking, he idly wondered what time it was. All the clocks he'd seen were digital and required being plugged in to run. The sun was still up, though it was a rather sad excuse for 'daylight'. Unfortunately, that's how it always was at these depths. But, back to the sulking. It wasn't correct to be, well, jealous of the kid or angry at Squilliam for taking care of him so attentively, he knew that. But with all that had transpired between them: Cooperating out of necessity, then those forbidden passionate moments they'd shared, which he was admittedly still struggling to understand, and then the way he'd felt when he'd thought Squilliam was dead.. It was those last two, especially; for they had been intense, overwhelming, and the most baffling. Squidward was just seeing his rival in an entirely new light, and by consequence himself as well. Ironic that it'd taken total darkness to start opening his eyes. He wasn't sure what all these feelings meant, if they could even be trusted, but they made it all the worse when the wealthy octopus seemed not to take Squidward as seriously as he thought he ought to.

A hand touched his shoulder, breaking him out of his melancholy musings with a start. Then Squilliam spoke in a hushed tone. "Little guy's really beat." To which Squidward literally had to bite down on his tongue to keep himself from snapping at his rival. Squilliam didn't wait. "We need to talk.." The urgency of his hushed tone struck the older octopus and he turned with a sigh. Squilliam put his arm around his shoulders and leaned in. "I dunno how deep the kid sleeps," he began. "So we've gotta keep it down." His voice had fallen to a whisper.  
>"Okay, so what is it?" Squidward asked, also whispering. Whispering suited him, because then he wouldn't risk sounding whiny... or furious.<br>"I.." Squilliam clearly was searching for the right words. After a moment, he seemed to find them and spoke even more quietly than before. Squidward would not, in a million years, have been able to guess what came from his rival's mouth next, and nothing in the entire world would've been able to properly prepare him for it. "Squiddy, I.. I don't think we're alone here." A beat. Another. Then Squidward's blood turned to ice, and whatever scolding he'd planned for his rival was gone.  
>"Wha-what?" Was all he could manage. He forced himself to breath, his heart pounding in his chest.<br>"The elevators.." He began, not sounding any more at ease than Squidward felt. "I mean, I've been thinking. The elevator that was crashed, I know when it happened." He revealed.  
>"..When?"<br>"While we were in bed.. At first, I thought it was just our wild passion shaking things up -" Squidward couldn't believe he was capable of being petrified beyond his senses AND still manage to have his cheeks grow hot at the same time. "- But, I know it was the elevator. Then when ours crashed,.. I just can't believe it was coincidence." He finished.  
>"So.." Squidward was actually having a hard time putting this together. Squilliam seemed content to continue.<br>"I also think they were intending to get us - or someone anyway -.. That makes two of the three elevators that were stuck between levels." Squidward still hadn't figured out how to form words. Again, Squilliam relieved him of the need. "So, either the last one's going to fall soon, too; or.." Oh, how he didn't want to hear the 'or'.. It was bound to be a bad one. "..They know we got free of ours.." Yep. He would've given all six of his limbs to have not had to hear that one.  
>"..Ohhh.." He shuddered visibly.<br>"We have to be careful.. And try to get out of here as soon as possible."  
>"And how do we do that?" Actually, he had a ton of questions, it was just the first that had formed into an articulate sentance in his mind. "We've got to wake up the kid..." That was the next coherant thought.<br>"No! Not yet.."  
>"Lock the bedroom door.." It seemed the only possible one after that.<br>"Already have." Squidward shot a glance to the door, then to Squilliam again. The two just looked at each other in scared silence..

Then they heard it, a distant whoosh.. Well, it was far more foreboding than a mere whoosh of wind, as they both imagined they could hear the cables and gears.. Then it came, an audible impact that sent a light tremor though the building.

Squidward's heart nearly stopped and he was sure he'd soiled himself. Squilliam breathed into his ear, barely audible.  
>"We just gained more time." Now if only Squidward could feel reassured by that. He'd much rather just flee the place in a mad dash for somewhere else, anywhere but this nightmare that was enfolding around them. He felt dizzy. Felt like the room was spinning.. How long had it been since he'd started holding his breath? He didn't know. All he knew is that he felt like he was going to collapse in utter terror. He registered Squilliam's arms wrapping tightly around him, pressing him tightly against his body. Squidward doubted the younger octopus knew just how welcome that was right now. He wrapped his arms around Squilliam and buried his face in the crook of his neck. He knew he was trembling, and it was so hard that he could not tell if Squilliam was too or not. He did become aware of them sinking to the floor, this time with Squilliam pulling him into his lap instead of the other way around for once. Squidward clung tightly to him, sinking into the comfort and warmth the other was providing.<p>

***

Squidward had no idea how long they'd sat there like that, clinging to each other so tightly. He only knew that when he finally raised his head and the other met his eyes, he was overcome with a sudden urge. It was crazy, probably, but all he wanted to do was kiss Squilliam. So, he did. Leaned forward, noses touching and then brushing together, and then those lips. Those lips he so adored losing himself in, lips that so indulgently returned his kisses. Squilliam's lips.

The kisses lingering; tender and sweet, not urgent and starving. Soft, feathery caresses that didn't quite seem to finish before the next began.

When they finally parted to gaze in each other's eyes, Squidward's heart was alight and pounding. This time not with fear, though that would return soon enough, but with.. he had no word sufficient to describe it. Passion was wrong; adoration wasn't right either; love sounded too cliché, pardon the cliché, and seemed far too off track, anyway, to suffice. Not to mention, it wasn't a word you started using when you were well on your way to your 40th birthday with a person you'd just barely slept with once - who was, just by the way, on his way to his 36th.. Not that age mattered and not that 4 years was remarkable. The point remained, simply, that Love was not a word you used here. Especially when that person was someone you'd used the polar opposite of the word to describe your feelings for not even 24 hours ago. That word took time, Love.

So, Squidward was without a satisfactory word. But he had Squilliam. For the time being, at least. And Squilliam was more than satisfactory. For the time being, anyway.

Oh, how he hoped they'd see the end of that cheesy poem. Hopefully that didn't mean 'in ashes'.

***

Again, Squidward had lost track of the time, so lost in the moment and thoughts. He tended to do that. He and Squilliam had parted and stood up, both trying to come up with a solution to their predicament. Both pacing.  
>Squilliam was a person who thought on his feet, whilst Squidward, frankly, was simply too worked up to sit still. It didn't seem to be helping either of them much. However, an onlooker might have been able to appreciate how they'd turned their pacing into a flowing dance. Neither paying attention to where they were going, yet following the exact same two separate, though intricately crossing, paths over and over again, perfectly timed so that none of the 8 feet involved would end up tripping the other. More impressive, they hadn't conciously worked it out. It'd just happened, the evidence of two dancers so into to each other that they matched their steps automatically.<p>

Squilliam halted their nervous poetry-in-motion by reaching out and catching Squidward by the waist suddenly. He guided the surprised octopus with him on his path, Squidward just barely managing to catch himself and match Squilliam's stride in time. He glanced at the other expectantly, but Squilliam wasn't ready to speak yet.

Finally he stopped and turned to Squidward thoughtfully. "I've decided.. when the boy wakes up, we're going to directly flee the hotel." He whispered and Squidward blinked, staring at him.  
>"That's your plan?" Squidward could hardly believe it. "After all that pacing, that's the best you've got? I already had that one when you first told me!" Squilliam made a show of pouting that Squidward couldn't decide was real or not.<br>"Well, I didn't come up with it just now." He replied, placing a hand on Squidward's shoulder. "I had it from the beginning too."  
>"Then what were you doing the whole time you were pacing if not planning our next move?" Squidward asked. Squilliam looked away slightly.<br>"Thinking about you.." He let it hang in the air. Squidward raised a hand to his chest, mouth open. Squilliam then continued, focusing on him again. "And trying to figure the whole thing out. Think about it," He began and Squidward listened. "A hotel, which happened to be hosting a lot of VIP's from Bikini Bottom and other places." Squidward was starting to see the possible motive. "What I can't figure out, still, is why the only signs of a struggle we've found were in the kitchen.. Also, why murder the staff?" Squidward thought about it and there was only one possibility that came to mind.  
>"They were the only ones who put up a struggle?"<br>"But, why?" With the sight of what had happened in the elevator, he figured that was pretty obvious. As though reading his mind, Squilliam continued. "And none of the kitchen staff died in the kitchen." Squidward had to admit that it didn't make much sense to him either. So, it was a long shot, but..  
>"Squilliam, could you be the target?"<br>"No, I don't think so; at least, not directly.." He was thinking. "Or else we'd not have been left on that elevator. - As you insisted," he gently stroked the other's arm. "They wouldn't forget about me." Squidward felt at a loss for words again. It was all a lot to take in. Squilliam telling him he was right? Oh, the whole thing just proved to Squidward how insane this whole thing was. The whole situation was just plainly overwhelming.

By this point, the child had not awakened, and it was starting to get dark. Without power, this meant there was not much they could do. Squilliam decided just staying locked up in the room and letting the clearly exhausted child sleep was the best option. Squidward hadn't been so sure, but as Squilliam had pointed out, running around a dark hotel in the middle of the night was not exactly wise either. Also, even if they managed to get out of the hotel in one piece, being outside in this city wasn't a good idea either. They didn't know what they were up against, and this town was known for being dangerous at night anyway. And that with a kid in tow? Bad idea.

"Come, help me move the couch while we can still see." Squilliam whispered as he walked over to it. Squidward followed.  
>"Where to?"<br>"We're gonna barricade the door." He said. "Ready, lift!" And the two octopi picked it up and carried it to the door, silently placing it in front. Then the two admired their work. This had the advantage of giving them some forewarning should anyone try to get in.  
>"Well.." Squdward began, dejectedly. "Looks like we're in for another long night." Squilliam put his arm around the other.<br>"Yep. So we ought to try and get some rest." He replied. Then the younger octopus walked over to the bed and beckoned Squidward to come. Uncertain about the idea, he gave in and followed with a sigh as his rival began turning down the covers. Then Squilliam crawled in and scooted into the middle next to the boy so Squidward would have enough room. Squidward followed and once he was laying down, the younger one pulled up the covers and cuddled up to him.  
>"Squilliam?" The older octopus began in a very soft whisper. "I don't think I'm going to be able to sleep."<br>"Me either; but, unfortunately with the boy here, we also can't pass the time in nicer ways." To which Squidward blinked, feeling his cheeks growing warm as Squilliam kissed his nose. Squidward honestly wasn't so certain if he would've even wanted to, given the state of his frazzled nerves - particularly since Squilliam had been quite vocal their first time. He rolled onto his side to face the younger octopus, wrapping his arms around the other's slender body. Then he closed his eyes and tried to just let himself enjoy the closeness. He felt Squilliam gently caress his cheek and lean in until their lips were touching. The kiss was soft and lingering, a sweet goodnight kiss. When Squilliam withdrew, he whispered softly.  
>"Now, try to sleep, Squiddy-dear. Goodnight."<br>"Goodnight, Squilliam."

And after some time, sleep did find both octopi, though it was anything but restful. Both kept waking up randomly, sure they'd heard something.

***

After a few hours of this, and Squidward's final sudden start which awakened the other, the two gave up.  
>"Well, it was a nap at least.." Squilliam quietly whispered.<br>"Sorry.." Squidward began.  
>"No. I can't sleep well anyway."<br>"I wish I knew what time it is.."  
>"Would you excuse me? I need to go to the restroom." Squilliam said getting up. Squidward was about to get out of the bed to let him when he felt the other simply crawl right over him.<p>

After a minute, the younger octopus was back and crawling back into his spot between Squidward and the boy.  
>"By Neptune, our little buddy sure was tuckered out, eh, Squiddy?" Right, Squidward's fave topic. Squidward sighed.<br>"After spending the other night in the elevator, it's no wonder." Squidward said.  
>"Yeah, poor guy.. I wonder who his parents are and how he ended up alone in the elevator."<br>"Kids run off.." Squidward said, dismissively, thinking it seemed pretty obvious.  
>"He's not tried running away from us." Squilliam pointed out.<br>"Squilliam, what's wrong with you? Of course he's not going to run away again!" He was struggling to keep his voice down.  
>"Shh! Do you WANT to wake him?!" Squidward felt himself getting irritated again. And suddenly he couldn't hold it back, and commenced with giving his wealthy rival an ear full.<br>"You know, I've just about had it with you scolding me over the brat." He growled.  
>"Scolding you? I haven't scolded you." Squilliam protested. "I'm just warning y-" Squidward clamped a tentacle over the other's mouth, shutting him up.<br>"I don't want to hear it, Fancyson, so shut it!" He hissed, then removed his hand.  
>"Geez, who peed in your kelp-o's?" Squilliam grumbled at him.<br>"Ok, example: When you fainted and I kept you from falling into your own puke, you then got mad at ME about calling you 'Squi', which I didn't."  
>"Well, I'd heard YOU say it." Which Squidward ignored.<br>"The point is I've been going out of my mind with worry for you since I saw you.. your lifeless body laying there after the elevator collapsed in on itself, but YOU just..!" He had to take a moment to find the words, and swallowed as his throat was constricting painfully. "You just snap at me over the kid, as though all I do is screw up!"  
>"Because you act like you don't know anything about kids!"<br>"Because I DON'T! I don't even LIKE kids!" It was taking all he had now to keep his voice a whisper. "I've never wanted any of my own and only tolerate this one right now out of necessity!" He realized he had a fistful of Squilliam's collar. He released it, feeling a little sheepish.  
>"I.."<br>"I don't know how much more I can take!" He cried, interrupting the other. He couldn't stop now. "This whole thing is a nightmare, it doesn't make any sense.. I still can't believe we.. we slept together, and... I-I don't know, but it's all too much!" He swallowed hard against a lump, trying to hold back the urge to sob. He still couldn't get the sight of Squilliam's limp body out of his head. Every time he thought about it, he felt forelorn. Another feeling he didn't enirely understand and the intensity of it was downright alarming. "When I thought you were d-dead, I just.. I..! - Y-you just scold me..! I-I..!" Unable to even speak, anymore, he buried his face against the other's chest, shaking.  
>"I... I didn't know you felt like this, Squiddy." The other said and Squidward felt his rival's hand start stroking his back. He heard Squilliam sigh, felt his chest rise and fall against his head, as the younger octopus gave him a squeeze.<p>

A sound interrupted, snapping both to attention.  
>"Did-did you hear that?" Squidward asked, looking up at the younger octopus. Squilliam released him and sat up in bed.<br>"Yes, I did." He whispered. Squidward sat up next to him and, unable to help himself, fearfully clung to his rival. Squilliam's arm slipped around his shoulders. They waited silently, but didn't hear anything else.  
>"Could you tell what it was?" He asked, finally.<br>"No."

They continued waiting several long minutes. When no further noises came, Squilliam laid back down in the bed, pulling Squidward with him. When his head came to rest on the pillow, he suddenly felt Squilliam move over him and his lips pressing upon his own. This time, the kiss was more possessive than the others had been, as though the millionaire was marking his territory. Not that he could find any reason to complain. There were certainly worse fates than being claimed by his lover..

The kiss remained a kiss. Much to his disappointment. Well, it wasn't like he really wanted to do THAT considering the situation, and even if the kid wouldn't have been there next to them, but he felt sad when it ended nonetheless. At least they stayed cuddled up.

***

Neither slept anymore, but neither spoke again either. Both very alert, waiting for the next sound.. Or really just waiting for anything and whatever.

What would happen, *finally*, neither had expected. They were broke out of their thoughts, or broke back into reality by a soft rapping on the door. They weren't even sure they'd heard it. Eyes open, Squidward realized it was beginning to get light out.

Without speaking, Squilliam sat up and they waited. The rapping came once again and the two looked at each other. Both got up, as silently as possible. The knocking had been quiet, so soft as though the person was trying to hide.

They both had to react. It could be a trap.. Squidward had no clue what to do and hoped his rival, who had a knack for thinking on his feet, would come up with something.

He felt a nudge against his arm and looked at his rival. Squilliam was gesturing.. Squidward shook his head and mouthed 'what?'. The other looked him in the eyes, held up his knife and gestured to both of them and the door, then at Squidward's still blank look, hissed under his breath. "You open the door.. I'll take care of the rest.". Silently, they very carefully moved the sofa, being sure not to make a sound. Then took their positions at the door. Squidward knew he had to swiftly unlock and open the door, then Squilliam would make his move.. His heart was pounding. With a look at his rival, the other nodded. Then the dance began.

Squidward, in one movement, unlocked and threw open the door. In a matching movement, Squilliam was in front of the door, reaching out, grabbing and pulling someone in. Squidward missed most of what happened after he'd thrown the door open, and started to put it all together when he raised his head, panting from utter terror, and saw Squilliam holding a male fish. The wealthy octopus was holding his knife against the fish's neck, Squidward could see the blade pressing into the flesh, and holding him still by having his arm twisted behind his back. Squidward silently shut the door - hoped that was part of the plan. The fish seemed to be reacting in pain to Squilliam's ministrations. That is, caught between the twisting of his arm, and the knife pressed threateningly to his neck.

Squilliam, holding him tight, hissed into his ear in a whisper. "Who are you? What do you want?" Squidward was glad he wasn't in that position, and eager to hear the answers.  
>"J.. Joe.. My name is Joe! I.. I.. Who are YOU? What happened here?" The fish was squeaking. Squilliam didn't remove the knife.<br>"What do you want here?"  
>"I.. I'm just trying to find other survivors! I'm so glad someone else survived!" But Squilliam wasn't done. He twisted the fish's arm even harder.<br>"I don't believe you. Try again."  
>"Man! Oh my god.. S-seriously! I don't even know what's going on here! I'm just trying to survive this!" Squidward looked at Squilliam, he also had his doubts, but the fish sounded desperately honest. Squilliam met his eye for only a second, turning back to his captive.<br>"How about I kill you right now, save you from this horror." Ok, Squidward felt chills running up and down his back.. Squilliam could definitely be creepy when he wanted to.  
>"No! P-please! Don't! I-I swear! I mean no harm!" The fish was nearly crying. "I-I'll do anything! Anything you ask! D-do you want money? Oh, what do you want? And why did you do all this? So many innocent people!" The fish thought THEY were the culprits?! Squidward couldn't help his gasp. He fixed Squilliam with a pleading look. The younger octopus didn't give any reaction.<br>"Alright. I will let you go now.." He released his grip on the other's arm, but still had the knife pressed to his neck. The fish was holding his breath as Squilliam released his arm. There was clearly, an unspoken warning hanging in the air that Squilliam apparently wanted to punctuate.

After a long pause, he eased up, drawing the knife back a little. He hissed one last warning. "I am waiting for just one reason to slit your throat." Then he released the fish, withdrawing the knife from his neck. The fish gasped in relief. Squilliam moved over to Squidward's side and the older octopus felt his rival's arm brush against his before Squilliam folded his arms. Squidward wasn't sure if it was meant to be or not, but the contact gave him a feeling of reassurance. He tried to relax, calm his pounding heart.

After a few minutes, the fish finally looked to them, seeming to have regained controll of himself.  
>"Thank you for not killing me. But... who are you then?" He asked very tentatively. Squidward said nothing, knowing that Squilliam would be the one to have the right answer.<br>"Unlucky souls who apparently got caught up in something bigger than themselves." Squilliam answered. The fish nodded simply.  
>"Same here. Any idea what's going on?" The fish, Joe, asked.<br>"No." Squilliam answered. Squilliam strode over to the little fridge, opened it and withdrew a bottle of water, then offered it to the fish. "I can't offer you food, unfortunately." He said, the fish accepted the water gratefully. After drinking three quarters of the bottle, the fish wiped his mouth, panting.  
>"Oh, I am so glad to have found you two." He took a few more breathes. "And, really, thank you for not killing me." To which Squilliam merely nodded.<br>"Alright, let's move this back in place." Squilliam said, walking over to the couch and standing at one end. Both Joe and Squidward looked at him. "Well? Do you need a written invitation?" And both scrambled to help him. Squidward took his place at the opposite end of the couch and Joe kinda got kicked out of it. The two octopi moved the couch back in front of the door, laying it down silently. Then Squilliam indicated to Joe to have a seat on the couch and he did. Then Squilliam and Squidward sat down on the bed, careful not to wake the still sleeping child.

Squidward finally looked at the fish for the first time, taking him in. He was a little shorter than himself and Squilliam, though a bit on the muscular side. His scales were dark blue. He wore a white button-up dress shirt with dark blue dress with black dress pants. His clothing was in much better shape than his and Squilliam's, but that was to be expected since he wasn't around when the two nearly had a ton of metal collapse upon them. And he clearly hadn't barfed on himself... or wiped barf on his sleeve like Squidward had. Squidward felt very concious, as he could smell the vomit on his clothing. He went for his own bottle of water, taking a drink. He sat back down next to Squilliam and took a drink. He didn't know what to do, didn't know what the plan was anymore. His gaze darted to Squilliam, then quickly back to the newcomer, Joe. Squilliam remained silent. Joe said nothing either.

He felt Squilliam get up with a soft groan. The younger octopus went back to the wet bar and removed a bottle of juice and twisted off the cap. Then, to Squidward's bafflement, Squilliam took a sugar packet that was obviously intended for coffee or tea and dumped its entire contents into the juice. He closed the bottle, shook it a few times, reopened and proceeded to empty it without stopping for a breath. When finished, he delicately wiped his lips and glanced back and forth between his two staring companions.  
>"Uh.. I was thirsty." He shrugged and took his place beside Squidward. Squidward couldn't help it, he had to ask.<br>"But, sugar?"  
>"I like my juice really sweet." Squilliam explained simply. "Just as you like yours really creamy."<br>"What?" Squidward gaped at him, baffled by the statement. "Cream?"  
>"Crème de Poulpe." Squilliam replied, grinning at him.<br>"What?" Squidward hadn't understood what his rival had said. Squilliam sighed softly.  
>"Cream of Octopus, naturally." Squidward's mouth dropped open as realization hit and his cheeks turned red.<br>"..Well, I don't put it in my juice.." Was his futile attempt at a protest.  
>"No, you put it in your b-" Squidward clamped his hand over the other's mouth.<br>"Oh, Neptune; shut up!" He cried, fully aware that Joe had heard everything. He released Squilliam again, fixing him with a scolding look. His mouth dropped open as he realized that for all his teasing, the younger man was not looking very well. Beads of sweat appeared on his forehead above the unibrow. "W-what's wrong with you?"  
>"Should something be.. wrong with me?" Squilliam asked, his voice was weak. Squidward wrapped his arms around his rival and pulled him close, the other was content to rest his head on Squidward's shoulder. Squidward could tell Squilliam's heart was racing and his breathing was slightly labored.<br>"What's wrong with you? You're sweating, your pulse is too fast.."  
>"And I'm dizzy and irritable, too." Squilliam added. "I just need to lay down for a little.. I'll be alright." Squilliam then withdrew from Squidward and crawled on the bed where he stretched out next to the sleeping child. Squidward bit his lip concerned.<br>"But.. What is wrong?"  
>"Je vais bien, ne t'en fais pas." Squilliam replied.<br>"I can't understand a word you're saying!" Squidward cried.  
>"I said, don't worry, I'm fine. - Vous parlez pas Français?" Squilliam was looking at him incredulous.<br>"No, I do not 'parlez Français'." Squidward grumbled. "But, I CAN tell when something isn't right; so, now what is wrong?"  
>"Nothing is wrong with me. I said I'll be fine in a little bit." Squilliam answered firmly.<br>"Hypoglycemia.." Joe murmured suddenly. "You're suffering from low blood sugar." He got up and walked over to Squilliam.  
>"What makes you think that?" Squilliam glared.<br>"It's obvious. After your body's had a couple minutes to process the glucose you just ingested, you'll start feeling better." Joe explained.  
>"Thank you, Doctor Joe." Squilliam responded sarcastically. Squidward touched his shoulder, looking right down at his rival.<br>"Is.. is that true?" Squilliam sighed.  
>"Yes. It's true." The younger man admitted.<br>"D-diabetes?" Squidward swallowed nervously.  
>"No. Just occasional low blood sugar." Squilliam explained.<br>"Look, uh, Mr..? What did you say your name was?" The fish was looking at Squilliam.  
>"You can call me Guillaume." Squilliam answered, Squidward had to fight not to give him away.<br>"Guillaume." The fish repeated, reaching into his pocket. He then withdrew it and presented package of candies to Squilliam. "Here, I found these in a vending machine on another floor someone broke into. I think you need them more than I do."  
>"You keep them, I'll be fine." Squilliam answered and rolled over clearly done with the conversation. Joe sighed.<br>"Suit yourself, Guillaume." And the fish went back over to the couch and sat down. To Squidward, he said. "He's stubborn, huh?" Squidward just shrugged. He neither knew what to say to that, nor if he even should say anything.

After a few minutes of sitting there and looking at his unmoving rival, he turned his gaze back to the fish. Maybe it was time he did some digging of his own, and so he carefully got up from the bed, hoping not to disturb the two laying there, and went over to the couch. He sat down in the corner, as far away from Joe as was allowed. The fish looked at him, and so now it was time to try and figure out what to say.  
>"So..." He began, trying to work out what he wanted to say as quickly as possible. "Where were you when it all happened?" The fish looked down.<br>"I.. was hiding." The fish considered for a moment. "I don't know where you two were, but when the hotel was attacked," Squildward tried his best not to gasp or gulp. "It was loud. They stormed in, lots of them.. I was in the bathroom at the time, and when I came out, people were running everywhere. I... I got scared and slipped into an open room and hid in a closet. I'm lucky they didn't find me. And when I finally came out, after it'd been quiet for a while... I think it was hours, but couldn't tell, because the power was out everywhere.. everyone was gone and the place empty." The fish finished. "And you? How did you two make it?" The octopus considered this for a bit, then...  
>"We got lucky." Squidward said simply. He didn't want to say anything that he shouldn't, didn't want to, unwisely, divulge information.<br>"Very lucky, apparently. Thank Neptune." The fish said. "And you and him? You two are... close? You don't have to answer." Squidward didn't know how to answer.  
>"We... we're close, yes." He said.<br>"...Brothers? You two look a lot alike." The fish prodded.  
>"Brothers? No. Just.." What were they, exactly? By now, he just wasn't sure anymore. "Close friends." That was an understatement, but it was the best he could offer and the best he'd dare offer to a stranger. He was also still quite aware the fish had heard Squilliam's earlier teasing. "Uh, about earlier... that was-" He'd begun.<br>"No worries, I understand!" The fish broke in quickly. Squidward sighed exasperatedly. Why did everyone always interrupt and claim to understand before he'd had a chance to even finish the thought. He fixed the fish with an expectant look.  
>"Do tell." He said. The fish smiled, chuckling.<br>"Well, you two are obviously good friends and tease each other a lot, I really get you." Joe answered. Yeah, okay, that worked. Squidward wasn't happy though. He nodded.  
>"That's right." He wished he knew how to better explain it... And? He really didn't like being labelled as 'just friends' with his rival. There was so much more. There were years of bitter rivalry. And now there was something else. He wasn't sure what it was, but it was there. Of course, he didn't want the fish to know. He didn't want ANYONE else to know... it was bad enough that he and Squilliam knew.<br>"Oh, I didn't catch your name." The fish said, breaking into his thoughts.  
>"Because I didn't tell you." He said, automatically. Then he caught himself. "Sorry... it's Q-Quincy." He said, pulling the first name he could think of for himself - as Squilliam hadn't used his real name - it happened to be his middle name. He really just wished to be out of this whole mess, and... secretly, alone with Squilliam.<br>"It's a pleasure to meet you, Quincy." The fish said.  
>"You too.." Squidward said, figuring it was the only possible response. He hated small talk.<br>"He needs to be careful with his blood sugar." Joe said, catching Squidward's attention. The octopus looked to see Joe gesturing towards Squilliam. Squidward just shrugged. "You need to keep an eye out for him." The fish added. Squidward bristled. Just what he needed now, a stranger telling him to be even more worried about his companion..  
>"Guillaume knows what he's doing." Squidward answered firmly. Then, having had more than enough, he got up. "Excuse me.. Going to go check on him.." He muttered his excuse and went back over to the bed, sitting down before the still unmoving octopus. He turned and bent down, gently, and tentatively touching Squilliam's shoulder. He caressed it. The younger octopus turned over onto his back and looked up at Squidward.<br>"Quincy, I really am alright." Squilliam whispered, apparently having listened to his discussion with the fish.  
>"Squi.." Murmured a small voice from next to Squilliam and the young octopus turned back to him.<br>"Well, look who's finally awake." The younger octopus' voice was warm. Squidward couldn't help it, he sighed and went over to the couch with Joe while his rival saw to the child.  
>"You have a child too?" Joe asked Squidward.<br>"Another 'lucky survivor'.." Squidward shrugged as he watched Squilliam stand up with the boy and bring the child to the bathroom.  
>"Neither of you are his parents?" Joe asked and Squidward shook his head.<br>"Though you wouldn't know it by watching, ah, Guillaume and him." Squidward said, hoping he didn't sound as annoyed as he felt. Squilliam came back in with the child a moment later and retrieved something for the child to drink.  
>"So, big guy, we've got a new friend. His name's Joe and he was trapped here too." Squilliam introduced the newcomer. Squidward got up and went to the bathroom himself. When he came back, Squilliam had taken his place on the sofa with the child in his lap, so Squidward sat on the bed instead. "I'm afraid we're going to have to leave the room." Squilliam said. "We'll need to find the child something to eat."<br>"And you too." Both Joe and Squidward said at the same time. The younger octopus raised his head, looking at one then the other.  
>"What's this? Gang up on Guillaume day?" Squilliam asked, unibrow cocked in mild amusement. Squidward groaned in irritation.<br>"Hypoglycemia is nothing to take lightly." Joe pointed out and Squidward couldn't help nodding in full-hearted agreement.  
>"Alright, you two jokers, I told you I'm fine." He insisted. "We'll get something soon. It's important that our buddy here gets something to eat. - Quincy, would you come over here for a second?" Squidward blinked, it was going to be weird having his rival call him by his middle name. At least Squilliam hadn't found a way to further cutify it yet. Squidward got up and walked over. Squilliam held up the still closed bottle of juice he'd meant for the child, and smiled cutely. "Would you be a dear and open this please?" Squidward growled, took the juice and opened it.<br>"As you wish, Master Guillaume." He grumbled through grit teeth as he handed it back. Squilliam looked way too pleased.  
>"Oh, I like the sound of you calling me that, please continue." Squilliam smiled and Squidward rolled his eyes.<br>"Think I'd rather call you 'mud'." Squidward took his seat on the bed.  
>"Speaking of names, does the little guy have one?" Joe broke in.<br>"I'm sure he does, but he hasn't revealed it yet." Squilliam replied, looking at the drinking child.  
>"Freddy." The child said suddenly. Both octopi gaped at him, and Squilliam broke out in a huge smile.<br>"Your name's Freddy?" He asked the child who, smiling as well, nodded to the octopus. "Freddy is a fine name for such a fine young man like you!" Squidward wanted to die as his rival began playing the doting babysitter.  
>"Freddy?" Joe said, scooting closer to the two. "That IS a fine name! And how did this little guy manage to be here all alone? - Oh, it's okay, Freddy; I'm a friend." The fish said when the little fish looked at him nervously. Squidward was less than thrilled. 'Oh, great... now there's two of them..' Obviously, this wasn't going to get more pleasant. He was going to need some air, seriously. He got up and walked back over to the window, looking out through the few centimetres that were open. It was the farthest he could get from the three. He then proceeded to ignore them, though aware the two adults where fawning over the kid.<p>

After a few moments of losing himself in thoughts, a touch on his shoulder startled him and he jumped, turned and found Squilliam standing there.  
>"So, my dear Quincy," Squilliam said, smiling at the startled octopus. "It's time to go get breakfast." Squidward looked around to see the kid was now in Joe's arms, and apparently having a lot of fun with the fish. "Help me move the sofa." Squilliam said, and with a nod, he followed Squilliam over and, after the fish moved, the two octopi moved the sofa. Then Squilliam turned and faced both of them. "So, we don't know what's awaiting us out there." Squilliam started, he looked directly at Joe. "We are sure we're not here alone, that someone is still around looking to finish whatever job had been started. Did you see anything or anyone before you found us?"<br>"No.." The fish was considering carefully. "I did figure out I wasn't alone here, the elevators crashing, which can't just be happenstance; then the vending machine broken into, and a mess in the lobby." Squilliam considerd this for a moment in silence, then reached for the child, the fish gave him back to Squilliam.  
>"What I still want to know, Joe, is how you knew we were here." Squilliam fixed him with a look. Squidward blinked. Yes, it did make sense.<br>"I..." The fish looked a little sheepish. "I saw you two... and I followed you from a distance. I didn't approach right away, because I wasn't sure if you two were a danger or not." The fish paused, looking at both of them. "After you disappeared in here, I waited and... listened at the door to see if I could figure out anything. I'm really sorry."  
>"And what did you hear?" Squilliam asked.<br>"Well, nothing, really. But I knew you had to be in here."  
>"And you waited the entire night before approaching?"<br>"I didn't know what to expect. I thought you might be the ones who did this, so I didn't want to approach. When I heard nothing for hours, I finally had to try and approach, take the chance, that just maybe you could help. I'm really sorry if I scared you, though." The fish explained. Squidward figured that made a lot of sense, but looked at Squilliam. As far as Squidward was concerned, Squilliam was in charge here. Because Squilliam seemed to be the one who could keep it together the best, and kept proving so. It was better to pick one leader and stick with it, in such a case.  
>"Alright, that makes sense, Joe." Squilliam said. "So, now we need to go get breakfast."<br>"Should we really all go?" Joe asked. "I could go alone."  
>"I'm sure you could," Squilliam said. "So, we'll send you out..." Squilliam paused for a couple seconds. "And then you get attacked and don't return. Then the rest of us have to go out anyway, and with one man down. Shall we then send just another man out alone?"<br>"I see your point, Guillaume." The fish said, sighing. "Sorry, it was just a thought."  
>"We all agree we want to get out of here alive," Squilliam went on. "Sticking together is our best chance." Both the fish and Squidward nodded. Squilliam walked to the door. "So, let's go already." He looked at the child. "You ready, too, Freddy?" And the little fish nodded. "Then, shhh..." The other two men sidled up to him, and he carefully unlocked the door, then opened it. The three men then slipped out into the hall. None of them needing to be told to keep an eye out and be as silent as possible. To Squidward's relief, even the child seemed to get it.<p>

They had to take the stairs back down to the level where the vending machine was on - to be fair, there were vending machines on every level, but this was the only one they'd opened already. And that was the one Squilliam, the leader, lead them to. Once there, they all helped themselves to a junkfood breakfast. Both Joe and Squilliam specfically seeing to the boy. Squilliam, again, sharing a package of the seanut-butter cookies with the kid, but also getting a couple himself - which Squidward had to smile about just a little. Squidward liked those cookies too, admittedly, but was perfectly content to let the other two have them - specifically to let his rival have that little pleasure and to be able to watch as Squilliam enjoyed them. He contented himself with the other food.

Once all were full, everyone grabbed a couple more packages and put them in their pockets for later, then stood up. Squilliam had the child in his arms again, and looked around carefully. He turned to Joe.  
>"Is there any chance, as far as you know, that there may be anyone else here?" He asked.<br>"Uh... well, obviously.."  
>"Not 'obviously', we know someone else is here." Squilliam broke in impatiently. "I mean, did you happen to come across any signs of anyone else? Anyone who might still need rescuing and whom would add to our number?"<br>"No... I don't think there's anyone else here.." The fish answered.  
>"Then, it's time to get out of here." Squilliam said. "Follow me, and keep a lookout."<br>"Should I take our Freddy, so that your hands are free?" Joe asked.  
>"No." Squilliam replied, and began moving. The other two followed.<br>"Squi?" The boy said suddenly, stopping all three adults.  
>"What is it, Freddy?" Squilliam asked.<br>"Squi.." The boy repeated.  
>"Are you scared? We'll be alright, I promise." Squilliam said. "But we've got to get out of here and get to safety." The child nodded, but pointed the other way. "You want to go that way?" Freddy nodded, still pointing. "Are you SURE?" Squilliam asked and the child nodded. "Alright, we're going this way, apparently." He announced. Squidward facepalmed... now they were following the CHILD? He couldn't believe it, but Squilliam did turn the other way and both Squidward and Joe followed him. Sharing a look, Squilliam was happy to see that the fish looked just as baffled as he felt.<p>

At a corner in the hallway, Squilliam stopped. "So, now where to?" And the child pointed down the hallway to the left. Squilliam went that way. They came to the stair way and elevator, eventually, having apparently taken the 'scenic rout', that is, the long way. Squidward was more than a little grouchy. The kid pointed to the stairs.  
>"Did you lead us in a circle? You know, if we'd just gone the way I'd wanted to go, we'd have been here over five minutes ago." Squilliam said warmly to the kid, who just shrugged smiling. Squidward and Joe exchanged looks. "So, shall we go down the stairs NOW?" Squilliam asked the kid. Squidward had had enough.<br>"Guillaume, are you joking?" He confronted his rival. "You're letting the CHILD lead still?" Squilliam just shrugged. Squidward glared at him. "I thought we wanted to get out of here as fast as possible, how do we know the kid isn't leading us into a trap? If we keep following him blindly, we're going to end up in one for sure!" Squilliam approached Joe, offering the kid to him. Joe took the kid and Squilliam walked back over to Squidward, put his arm around his neck.  
>"I'm doing this for the child. He's scared.." Squilliam began.<br>"The KID is scared?" Squidward gasped, furious. "I'M scared! I'm scared out of my wits! I want out of here as soon as possible!"  
>"Then you have to trust me." Squilliam said. "The last thing we need is for the boy to flip out and make a scene-"<br>"I'M going to make a scene!" Squidward cried, shoving the other's arm off him.  
>"Calm down." Squilliam hissed quietly through his teeth. "Now." Then Squilliam retrieved the kid from Joe and apologised. Squidward wasn't done, but it was clear he wasn't going to get through to his rival. He exhaled loudly, frustrated, and followed Squilliam down the stairs.<p>

Squilliam lead them out into the lobby - it was so close, safety, the doors where just there, Squidward thought in anticipation. Squilliam, however, lead them on, passed the front doors. The child also didn't say a word. They turned a corner and walked down a hall. Where on earth were they going? Squidward wondered. He nearly walked into Squilliam, who'd suddenly stopped at the next corner. Before he could say anything, Squilliam was backing up and Squidward had to scramble backwards to get out of his way.

Squilliam turned around, looking desperate and silently ushered the other two back. The group, as silently as they could, retreated. Squilliam then lead them again past the front doors and down the stairs. He lead them into a staff room and they all finally stopped, panting. Squilliam then turned to the other two. "Change of plans... we are not getting out of here so easily." He said. Squidward and Joe both looked at him, shocked.  
>"W-why? What...?" Squidward couldn't find words, and couldn't help moving over to Squilliam's side. Squilliam was panting and his breaths were coming out in shuddering starts and stops. "What did you see?" Squidward asked. Squilliam took a deep breath.<br>"They're here." Squilliam said. "I... I saw..." Squilliam took a few more breaths, trying to calm himself. "People in black, coming in through the windows. A lot of them.." Squilliam finally said. "We can't go through the front door, because they've got it surrounded.." Squilliam finally finished. Squidward's blood ran cold.  
>"But... but... how..." He whispered weakly. "How do we get out..?"<br>"The... the staff exit... maybe..." Squilliam said. "I... I think there is an exit that is not well known... most hotels have it... an emergency escape."  
>"But, if most hotels have it, then won't they know about it?" And Squilliam looked at him, then dropped to his knees.<br>"...Y-yes..." He said, his voice shuddering. "They... they will... I..." Squidward blinked and knelt down beside Squilliam, he put his arm around him to realise that his rival was trembling violently. "I messed up..."  
>"Calm down." Squidward said, trying to soothe the other as best he could. "You didn't mess up... And you can figure a way out, just calm down and think." He held the other tight, squeezing his shoulder.<br>"No... No... I can't..." Squilliam said. "It's too many..." Joe had moved over to them, he took the child from Squilliam, or tried, but Squilliam didn't let the child go. "They... I failed... they know we're here... they're looking for us... I was wrong about everything..!" The octopus went on.  
>"They're looking for one of us...?" The fish asked... he scrutinized the two and then blinked. "They're looking for one of YOU!" He gasped. Both looked at Joe, and Squidward knew exactly who they'd be looking for, if that was true.<br>"I know who they're looking for." He told Joe.  
>"So, which one of you?" Joe asked. "If one of us gives up, the others can maybe get the child to safety." Squilliam started to raise his hand to speak, Squidward interrupted him. He knew what he had to do.<br>"Me." He said.  
>"YOU?" Both gasped, though for different reasons.<br>"They want Squilliam Fancyson." Squidward said, he'd now made up his mind. He was going to go through with it. "And that is I." Squilliam began cursing and Squidward stopped him.  
>"I AM NOT GOING TO-" And Squidward balled up his fist and cracked his rival in the side of his head as hard as he could; the younger octopus fell over unconcious. Squidward bit back a whimper - he'd never wanted to hurt his... his Squilliam. It was the only way. He steeled himself.<br>"You're not going to pose as me, my friend." He said, firmly, to the lifeless body. He picked up the kid and handed him to Joe. "You take care of them, understood?"  
>"You... You're SQU-SQUILLIAM FANCYSON?" Joe gasped, and Squidward nodded.<br>"I am." He explained. "He's a friend of mine. He was only here because I invited him. - Now, *I* will go back and confront them and YOU get the child and Guillaume out of here, when he wakes up. Keep them safe." Joe just nodded.  
>"I promise." The fish said, holding the child close. Squidward nodded, and then looking back at his rival, at that limp, lifeless, unconcious body, he knelt back down and leaned over him, reaching under his head.<br>"I'm sorry." He whispered, and gently kissed the other on the cheek. Then, he decided he didn't care anymore, and turned the other's head just slightly so he could reach, and very gently kissed those sweet lips - even though they were open and it was awkward, he kissed those sweet lips... one last time. Then he gently laid him back down and withdrew. "Mon Amour.." He whispered. He didn't care that Joe was now gawking at him, he didn't care what Joe or anyone thought anymore. He looked at Joe and said, "You promised."  
>"Y-you...?" Joe began, his voice weak.<br>"I'm gay?" He challenged, and Joe shook his head.  
>"I didn't mean that. I mean, you obviously are after that and I didn't know, but, I mean... " Joe faltered, then spoke again, finding his words apparently. "You love him?"<br>"What do you care?" Squidward asked. He was secretly fighting back tears.  
>"I mean, that kiss..." Joe began. "It doesn't matter whether it's homo or hetero... but that kiss was... Was that real?"<br>"I need to go." Squidward said, not interested in this stupid game. Joe stood up and touched his shoulder.  
>"I don't speak french, I'm sorry, but I know a kiss of love when I see it." He told the octopus. "And I promise you, Squilliam, I will protect them for you, if you really want to do this."<br>"Good. I expect that." Squidward said, and turned. He glanced back one last time at his unconsious rival, and then left.

Of course he was scared to death, he had no idea what awaited, and was pretty sure it could only be horrible. But, Squilliam had a whole future before him, the whole world loved and would miss Squilliam Fancyson afterall; they wouldn't miss the unknown cashier of a fast food joint, Squidward Tentacles... Not to mention, he couldn't imagine living without Squilliam. Giving himself up to save Squilliam was the only thing he could imagine doing. If one of them had to die, why not him? He'd choose himself. And had chosen himself. Now it was time to face whatever was coming to him. He hoped he could at least buy the others enough time to get away. Hoped his captors would believe him long enough. What this did mean, is that as soon as he'd found one, he changed his clothing. He'd found a closet in the staff quarters, or the washroom? Where he found a really nice tux. He changed into it. Then he rolled around on the floor for a bit, making it dirty and wrinkling it - that was the quickest way. He was going to make it look good. He also, much as he hated to further damage the nice suit, ripped some of the seams, using his teeth to make sure that the edges would also be frayed. Then he looked himself over and decided that had to be good. That would look convincing. As best he could. He didn't have Squilliam's unibrow, but unless he found a pen and drew it on himself, he'd just have to hope no one would notice. 


	5. Chapter 5

[b]CHAPTER VI[/b]

As he walked, his heart was pounding, he was terrified. And his thoughts were with Squilliam. When he'd said 'mon amour' he'd only meant that for Squilliam. He did mean it. It had broken his heart to knock out his rival, but it had been the only thing he could do. The only way to prevent Squilliam from stopping him and not letting the fish know. He had to save him.

As he walked up the stairs, the tears couldn't be held back. He didn't sob, but they streamed down his cheeks as he thought about all that had happened in the last 36 hours. He'd found himself trapped in the elevator with none other than Squilliam, his arch rival. Then he'd proceeded to hold his rival, to keep him warm the first night and Squilliam had slept in his arms. Squilliam had then taken care of them, finding the way out and they had, despite all their bitterness, pulled together. Then they'd, well.. How many times had Squidward replayed it in his head, that moment when they'd, well, become more? He still couldn't believe he'd slept with a guy like that.. But, he.. he was ok with it. He'd come to care for his rival deeply, they'd become a team and closer than even in highschool before.. Yes, they'd been friends in highschool at one point.

- [i](Flashback time)[/i]

A young, blond-haired, Squidward growled, hitting and kicking against the locker door, trying to be heard as the bell wrung signaling he was late to class. The bullies who'd singled him out since the first day of highschool had shoved him into a locker and left him there. He cried out, fighting more but couldn't beat the metal. Suddenly, he heard something.. It sounded like the combination lock. He sighed in relief, then tensed up. Either he was being freed, or the bullies had returned to pick on him more. Shortly the door opened and he saw: The new kid, the one he shared his next class with actually. A very young octopus, who looked entirely too young to be in highschool, with black hair and a unibrow on his forehead. He wore his usual long-sleeved turtleneck shirt, and looked great in it as he always seemed to. He was smiling at Squidward, offering him his hand which Squidward took and carefully stepped out.

"Thank you." He murmered, embarrassed. "How did you get the combination, though?" He asked, noting that everything was indeed intact. This wasn't the kid's locker.

"It was easy, I just watched Bill when he opened it to get his books." The young octopus said, still grinning, Squidward noted he was holding a stack of books.

"Oh.. Well.. Thanks.."

"I'm Squilliam Fancyson," Squilliam began, looking proud. "The third!"

"Uh.. I-I'm Squidward Tentacles.." He said and shook Squilliam's hand.

"We better get to class, we're late!" Squilliam said.

"Wait, I need my books.. wherever they put them.." He moaned miserably.

"I already have them here!" Squilliam held up two of the four books and Squidward saw they were indeed his.

"How did you..?"

"They threw them in the garbage outside, I just fetched them back out. And just in time, before someone threw their drink into it." He said, chuckling. Squidward took his books.

"Well, thank you again, Sq-Squilliam.." The other nodded and they headed off towards class together. "Um.. Aren't you a little young for highschool?" He dared to ask.

"I'm talented!" Squilliam grinned.

"H-how old are you?" He prodded.

"Almost thirteen - this Friday." The young octopus told him, Squidward halted, blinking. "And you?"

"Uh.. I-I'm 16." The other urged him on.

"We're late, hurry!" And the young octopus began running, Squidward sprung after him and they sprinted down the hall to fifth period together. When they got to class, of course the teacher had asked why they were late. Squidward had just shrugged, not wanting to explain about what'd happened.

"I was having a problem finding my way, and Squidward was nice enough to help me." Squilliam had said. "This school is a labyrinth. We also had locker troubles." He added, and Squidward noticed the young octopus was pointedly eyeing one of the bullies. Squidward had just nodded in affirmation, and teacher had sent them to their seats.

"Next time you're late, it's detention." The teacher had added.

After school, they'd met up in band class, which they shared of course, and where he'd first seen the kid, Squidward had been surprised to find they both had the same instrument: The clarinet. They'd agreed to practice together sometime.

After school, Squidward had sought out the other, maybe they could practice together this afternoon, but the other was nowhere to be found. What he didn't know was that Squilliam was staying after school to help the teachers clean up. He also didn't know that Squilliam was doing it in order not to go home already.

The next day, Squilliam had sought him out before class at his locker, it was obvious the younger octopus had been there for a while already, but Squidward hadn't thought much of it and would get familiar with this about Squilliam. They'd then agreed to practice together that day after school, with Squilliam explaining that he'd had a lot of homework yesterday and couldn't.

After school and band class, they had met up, but Squilliam hadn't want to go to his own place. So, they'd gone to Squidward's. He'd introduced Squilliam to his mom, and explained they'd be practicing together. Squilliam had been friendly and charming and his mom had liked him.

They'd then gone to Squidward's room and taken out their instruments, assembling them, then playing. Squidward had quickly noticed that Squilliam had trouble with some of the notes and gave him a little instruction. Squilliam had tried again and got it right. They'd continued for a while until finally Squidward had had to ask. He set his clarinet down carefully and turned to the younger octopus.

"Squilliam, if you're only 12-"

"I'll be 13 on Friday!"

"Yes, well..." Squidward had said. "Shouldn't you be in junior high? How'd you get into highschool? Did you lie about your age?" Squilliam had smiled.

"No, they know. I'm talented and was moved up grades. Last year, I took a test and they said I was too advanced and needed to be put in a higher school. I.. I chose to just go to highschool instead of a private school." The younger octopus had explained.

"Oh." Squidward had answered, figuring that made sense. "Why highschool?"

"I wanted to be in a group of normal students." Squilliam had said. Squidward had never known it was because Squilliam's father could neither afford a private school, nor would've allowed it if he'd been able to.

The two had had a great afternoon practicing, and Squilliam had stayed for dinner. When it was time to go, Squilliam had rejected the offer to drive him home, saying he'd just take the walk. Squidward didn't know where Squilliam lived. He'd offered to walk the younger octopus home, but Squilliam had rejected that as well.

In school the next day, Squidward had, again, had trouble with the bullies. He'd ultimately lost his lunch money, and had simply sat on a bench in the cafeteria, drinking a milk he'd brought with him. The young Fancyson had seen him and left his place in the line.

"Aren't you hungry?" The younger octopus had asked. Squidward had shrugged.

"Those jerks took my money. It's okay, I'll get something later." He'd answered. Squilliam had then taken his arm and dragged him to the line. Despite the older octopus' protests, Squilliam had paid for his lunch. The two had sat together at a table and Squidward had tried to thank him, though saying he really hadn't needed to. Squilliam had told him it was no problem, and that it was worth it to have the company. Squidward had instantly promised to pay him back. The young octopus had told him he didn't need to. Squidward had then just said that the next day, he'd pay for them both.

They'd then discussed Squilliam's birthday. Squilliam had said that he didn't want a big party, that he didn't know a lot of people in school, but would like Squidward to come. Squidward had agreed and they'd agreed to meet up at the popular burger stand that had opened up a year or so ago ((the author does not know when the Krusty Krab opened)). Squidward revealed he was working there a couple afternoons a week and on Saturdays.

When Friday came, and Squilliam had walked into the KK alone, Squidward at the register, the cashier had begun to wonder.

"Where're your parents?"

"Oh, my mother's passed away and my dad's off on a business trip. He can't make it. But, it's okay, he'll be back Sunday and we'll have a father-son party!" Squilliam had said, smiling.

"I'm sorry about your mother." Squidward had said. "What about your friends?"

"I only invited a couple, and they're sick." Squilliam had said, in his non-chalant way. Squidward had just nodded, he was working that afternoon, but his shift was nearly over. Squilliam had then ordered and Squidward had refused to take his money, instead ordering too, and paid it himself. Then they'd taken their food to go and wandered to the park, where they'd eaten together. Squidward had a present for Squilliam. After they ate, he'd pulled it out of his backpack.

"Happy birthday. I hope you like it." Squilliam had thanked him and opened it to reveal a nice cleaning kit for his clarinet, complete with extra reeds. "I didn't know what else to give you.." Squilliam had smiled.

"That is perfect! I was needing a new one! Thank you, Squiddy!" He'd exclaimed. Squidward had smiled, glad the younger octopus liked it. He already knew the octopus didn't NEED something like that, as he obviously could afford it himself, but he was thrilled that the other seemed happy with his gift. He had, again, never known that Squilliam could not necessarily afford a new one.

Back then, Squilliam was already looking as though he was well off, and everyone had believed it, even Squidward.

The two had spent Squilliam's 13th together, and had had a lot of fun. Then Squidward had asked what Squilliam's birthday wish was. Squilliam, smiling, had answered that he hoped to some day be famous, that he had big dreams about being famous ocean-wide! They'd laughed, with Squidward fullheartedly agreeing with that dream. He remarked that Squilliam had a chance, particularly with his family's obvious wealth. Squilliam had nodded and stated he was going to follow that dream, too. He'd never told Squidward about how things really were, nor had Squidward ever picked up on it.

To this day, Squidward still didn't know. Did not know why his highschool friend had always worn long-sleeves regardless of the weather, that it wasn't just for fashion; and didn't know that Squilliam was actually striving to make his own money to afford the things he wanted, that he'd specifically saved and bought the nice clothing he always wore to School.

Squidward still knew none of this, just knew that he cared deeply for his rival and was going to save his life, if he could.

Highschool friends, and then.. And then.. Rivals.. Enemies. He really had hated Squilliam after they'd ended their friendship. Squilliam had gone on to be very talented with the clarinet, and with painting, and every other endeavour the two had once shared. It wasn't only just that one prom, where Squilliam had ultimately stolen his date, that had just been straw that broke the camel's back - that had made him angry, and hating his friend for it. After that, Squilliam had only continued to one-up Squidward in every way possible, and doing so quite well. Squilliam had even turned rather vicious and spiteful in regards to their rivalry. As though he'd given up on the friendship too; and rubbed everything in Squidward's face any chance he got. Squidward had never quite known what he'd done to upset the other so much, but he had always known what the other had done to upset him so much. So, they'd become rivals with Squidward envious, and Squilliam apparently perfectly happy with that.

And now, everything had changed again for the two octopi. They'd become a team, and´he had *slept* with him. He'd actually *slept* with a guy, and not just any guy, but his arch rival, Squilliam, his highschool friend. He hadn't known what to think afterwards, and still didn't. He didn't even know if he'd ever be able to repeat the experience, given the chance - well, maybe with Squilliam, IF they ever got another chance and Squilliam didn't just turn back into his jerk, snobby, stuck-up self. But, certainly not with anyone else - Squidward could not imagine ever sleeping with another man.

He shook his head. It was time to he focused, not mopey, he told himself sternly. He blinked, realizing he'd reached the top of the stairs that lead to the lobby. He swollowed, took a deep breath, and then proceeded to head out into the lobby. It was time to give himself up. To impersonate the fabulous Squilliam Fancyson, one last time; this time not for himself, but to save his.. his lover's life. Yes, that was the word, he and Squilliam were lovers, even if it'd only happened once.

The lobby was still empty, but he could hear people running around. It wouldn't be long before they found him. Outside, through the windows in the lobby doors, he could see what Squilliam had apparently noticed before, there seemed to be dark suited sentries outside. They hadn't entered, but he could make out the figures and see that they were holding what looked like weapons, and could only be rifles. They'd never had a chance to get out that way as Squidward had hoped.

Suddenly, the room came alive as people ran in from the other room and drew their guns on him. He raised his hands. They demanded to know who he was. Squaring his shoulders and lidding his eyes casually in what was his best impression of Squilliam Fancyson he could manage, he said it; sounding as haughty as he could and snobbishly looking down his nose at his captors.

"I am Squilliam Fancyson, obviously!" One of the captors raised a radio to his mouth and spoke.

"We've got Squilliam Fancyson. He's alive and here. Waiting instructions. Over." The other then looked back at him. "Take him." He commanded, and Squidward was quickly grabbed by three strong men, his hands forced behind his back and handcuffs snapped in place, then roughly lead out the doors. The one who seemed to be in charge sidled up to him, stopping the group for a moment. "Are you alone?"

"I am." Squidward said. The other looked at him suspiciously, but Squidward kept his face neutral. He was Squilliam, now, and knew how to play the role. "And I must say that I'm very disappointed with this treatment!" He snapped haughtily. "I spent the night trapped and NO ONE came to rescue me!"

"Search the building, make sure no one else comes or goes!" The man snapped, ignoring Squidward. "And someone find Ron and ask him if he's found anything yet!" Squidward worked this over in his mind as the men proceeded to lead him outside where he was quickly stuffed into a dark van.

*** [i](Squilliam's POV)[/i]

In the meantime, the real Squilliam was awakening with a groan. His head hurt.

"Squi?" He heard a child's voice and then felt a hand gently lift his head. "Wha-where am I?" He groaned. This was the same as waking up after passing out, except that his head was pounding something fierce. He reached up and moaned as he touched his head causing pain.. he was bruised.

"We're in a hotel, and..." He opened his eyes, it all came back to him suddenly, he stopped the other and forced himself to sit up. He looked around.

"Where is Squiddy?" He snapped.

"...Squiddy?" Joe asked. "You mean Squilliam? He... he's gone..." Joe said sadly. "And we need to get out of here now." [i]Squilliam? Oh, yes,[/i] he remembered... Now he understood why the other had knocked him out. He got to his feet, though staggered, then roughly rejected the other's offered hand. He shook his head - bad idea as it made the throbbing worse. Then glared.

"Where is Squilliam?"

"He.."

"No, just shut up!" He snapped. "Alright," he began, and took the child from Joe. "We've had a change of plans." He said. "Follow me!" He turned and ran off, Joe caught up.

"Where-where are we going?"

"We're getting the Freddy out of here, of course!" He snarled. "And then... You are going to bring me to Squilliam!"

"But, I don't know where Squilliam is!" Joe cried as he sprinted beside the millionaire.

"Whatever! Shut up!" And the two ran on and towards an escape door - not the typical one that every hotel had, Squilliam had found another way out, seemingly. They halted in front of it, Squilliam's hand resting on the doorknob. "I don't know what's outside..." Squilliam said. Joe stopped him.

"Guillaume.."

"You get the child to safety no matter what happens!" Squilliam snapped.

"Guillaume, I'm sorry about... about Squilliam." The fish said, sympathetically. "I.. I know what's between you. How much you care for each other and that you're more than friends. That you're in love." Squilliam rounded on him.

"In LOVE?" He gasped, incredulous. "We are NOT in love!" He snarled.

"No, really, I know about you two, that you're a couple." Joe tried to explain.

"How do you know that?" Squilliam asked, narrowing his eyes - if Joe was going to insist, may as well find out why, afterall.

"It's okay, I understand." Joe said smiling.

"Whatever! Lets go!" He snapped, impatiently, then quickly lead them out, carefully watching for signs of their would-be captors.

Then Squilliam suddenly stopped, he turned to Joe, fixing him with a stern look. He carefully set Freddy down, guiding the child behind him.

"Guillaume?" Joe asked.

"On second thought, there's been yet another change of plans." The millionaire said. With that, he placed his hand behind the fish's neck, "You're staying here." then drew back his other arm, balled his fist and swung. The fish blocked. For a surprised moment, round amber eyes met rectangular red eyes, then both jumped to action, trying to wrestle the other into submission.

"Wha.." Joe gasped through grit teeth as they scuffled. "What're you doing!?" The fish blocked another swing, capturing Squilliam's wrist. Undaunted Squilliam tried to get a tentacle behind the fish's foot to trip him up.

"Trying to.. [i]-AH![/i]" The fish had the same idea and they fell. Squilliam was just barely able to curve his back so he'd roll instead of landing with a hard impact and using the force of their momentum to try and flip them over; the fish went with it and redirected their momentum further, successfully flipping them both again and landing on top of Squilliam.

"What's gotten into you, Guillaume!? What're you doing?" He cried again. Glaring, Squilliam took the chance, arching his back to throw the fish forward and off him. Like the agile dancer he was, he flipped himself to his feet, squatting, and lunged for the fish. They were both tumbling again, vying for control over the situation.

The two seemed well-matched, until Joe finally did manage to get the upper hand and was able to pin Squilliam down on his tummy, twisting the dancer's tentacles behind him with a knee pressed firmly into the small of the octopus' back. He held the millionaire firmly in place as the other continued to fight to free himself. "Guillaume, you.. you [i]idiot![/i]" He pressed his arm to the back of Squilliam's head and neck as both panted. "You're only going to.. hurt yourself!" Squilliam struggled again, sputtering, and Joe pressed harder, eventually resulting in a pained growl from the octopus as he shoved Squilliam's face into the ground. "You're not going to get out of this unless I let you, so I suggest you just chill out and calm down!"

"Wh-where'd you learn to fight?" Squilliam growled.

"In the military, so now get ahold of yourself!" Joe insisted. "I know you're upset about your partner, but this isn't the way to help him!"

"M-military?" Squilliam panted, the weight of the fish giving him troubles filling his lungs properly.

"That's right." Joe said.

"Y-you lied.." Squilliam growled. "I KNEW you were lying!"

"Would you shut up?" The fish hissed. "Now, we can either stay here until we're caught, which is likely to be any minute now.." Joe began. "Or we go back to cooperating and try to find a way of saving Squilliam. Your choice." Squilliam gave up struggling, it was more important to breathe.

"How-how do I know you're not going to double-cross me?" Squilliam demanded.

"You don't, of course." Joe said matter-of-factly. "Shall we get the boy to safety or keep arguing? Either way, I'm not letting you up until you're willing to be reasonable." Squilliam sighed, defeated. He rested on the ground, just trying to catch his breath. "That's better." Joe said soothingly. "Just relax and come back to your senses." He still kept hold of the octopus for a few more moments.

"Wh-which military?" Squilliam asked. "Bikini Bottom?"

"No. Here. I'm part of a highly trained team specializing in neutralizing rebel terrorists." Joe explained. "So," the fish began, easing up on the octopus a little, Squilliam gratefully filled his lungs. "Can I let you up, or are you going to attack me again? I'd warn against it, because I can easily over power you again now that I've seen how you fight." Squilliam cursed in French.

"Fine! Just get the shrimp off me already!" The millionaire growled.

"Good choice, Guillaume." The fish then slowly released the octopus and moved off of him. Squilliam rolled over onto his back, carefully testing his limbs and catching his breath. He glared at the other. "So, what do you suggest then?"

"You see to the child, first." Joe said. Squilliam looked over to the boy who was visibly trembling. He sighed heavily and reached out to invite the child to him.

"I-I'm sorry, Freddy." He did his best to sound soothing. The boy didn't move. Joe went over to the child and knelt down.

"Go to him, he needs your help after losing his friend, Freddy." The child blinked. Joe stood up and brought the child over to Squilliam. The child looked warily at Squilliam.

"Freddy, I.." Squilliam began, unsure of what to say to reassure the boy.

"Go on, Freddy." Joe encouraged. "It's ok. He needs a hug." After a bit, the boy did approach Squilliam.

"S-Squi.." The child whimpered and then threw himself on the octopus, who embraced him back.

After a bit, Squilliam managed to get back to his feet with the boy in his arms. He faced Joe.

"So, now what? Do you know where they-" Joe silenced him with a fin over his mouth.

"Sh.." Then beckoned Squilliam to follow him as they silently made their way along the outside of the hotel, hiding in the bushes, both remaining very alert and observant.

Inside the van, Squidward was alone except for an armed guard, who wasn't taking his eyes off the octopus, but also didn't look particularly worried. Squidward exhaled, wondering what was to befall him ultimately. That he was still alive was something, but that they were still going to search the hotel meant the others were still in danger. He just hoped they'd still manage to get away safely. He had to hold onto that.

In the meantime, the real Squilliam was awakening with a groan. His head hurt.  
>"Squi?" He heard a child's voice, and then felt someone gently lift his head. "Wha-where am I?" He groaned. This was the same as waking up after passing out, except that his head was pounding. He reached up and moaned as he touched his head causing pain.. he was bruised.<br>"We're in a hotel, and..." He opened his eyes, it all came back to him suddenly, he stopped the other and forced himself to sit up. He looked around.  
>"Where is Squiddy?" He snapped.<br>"...Squiddy?" Joe asked. "You mean Squilliam? He... he's gone..." Joe said sadly. "And we need to get out of here now." ..Squilliam? Oh, yes, he remembered... Now he remembered the other had knocked him out. He got to his feet, though staggered, then roughly rejected the other's offered hand for help. He shook his head - bad idea. Then glared.  
>"Where is Squilliam?"<br>"He.."  
>"No, just shut up!" He snapped, impatient. "Alright," he began, and took the child from Joe. "We've had a change of plans." He said. "Follow me!" He turned and ran off, Joe caught up.<br>"Where-where are we going?"  
>"We're getting Freddy out of here, of course!" He snarled. "And then... You are going to bring me to Squilliam!"<br>"But I don't know where Squilliam is!" Joe cried  
>"Whatever! Just shut up!" And the two ran on and stopped before another escape door. They stopped. "I don't know what's outside..." Squilliam warned. Joe stopped him.<br>"Guillaume.."  
>"You get the child to safety no matter what happens!" Squilliam snapped.<br>"Guillaume, I'm sorry about... about Squilliam." He said. "I.. I know what's between you. How much you care for each other and that you're more than friends. That you're in love." Squilliam rounded on him.  
>"In LOVE?" He gasped incredulous. "We are not in love!" He snarled. In fact, he wanted to throttle the other for leaving him like that - not to mention, the bruise Squidward'd left on his beautiful face.<br>"No, really, I know about you two, that you're a couple." Joe tried to explain.  
>"How do you know that?" Squilliam asked, eyes narrowed in suspicion, he wasn't in the mood to set the fish straight about him and Squiddy.<br>"It's okay, I understand." Joe said smiling.  
>"Ohhh.. Whatever! Lets go!" He growled and quickly lead them out, carefully watching for signs of their would-be captors. Then Squilliam suddenly stopped, he turned to Joe and fixed him with a stern look. He carefully set Freddy down, guiding the child protectively behind him.<br>"Guillaume?" Joe inquired.  
>"On second thought, there's been yet another change of plans." The millionaire said. With that, he placed his hand behind the fish's neck, "You're staying here." then drew back his other arm, balled his fist and swung. The fish blocked. For a surprised moment, round amber eyes met rectangular red eyes, then both jumped to action, trying to wrestle the other into submission.<p>

"Wha.." Joe gasped through grit teeth as they scuffled. "What're you doing!?" The fish blocked another swing, capturing Squilliam's wrist. Undaunted Squilliam tried to get a tentacle behind the fish's fin, to trip him up.  
>"Trying to..-AH!" The fish had the same idea and they fell. Squilliam was just barely able to curve his back so he'd roll instead of landing with a hard impact; using the force to try and flip them over, the fish went with it and redirected the force further, successfully flipping them both again and landing on top of Squilliam.<br>"What's gotten into you, Guillaume!? What're you doing?" He cried again. Glaring, Squilliam took the chance, arching his back to throw the fish forward and off him. Like the agile dancer he was, he flipped himself to his feet, squatting, and lunged for the fish, and they were both tumbling again.

The two seemed well-matched, until Joe finally did manage to get the upper hand and was able to pin Squilliam down on his tummy, twisting the dancer's tentacles behind his back. With a knee pressed firmly into the small of the octopus' back, he held the millionaire firmly in place as the other continued fighting to free himself. "Guillaume, you.. you idiot!" He pressed his arm to the back of Squilliam's head and neck as both panted. "You're only going to.. hurt yourself!" Squilliam struggled again, sputtering, and Joe pressed harder, eventually resulting in a pained growl from the octopus as he shoved Squilliam's face into the ground. "You're not going to get out of this unless I let you, so I suggest you just chill out and calm down!"  
>"Wh-where'd you learn to fight?" Squilliam growled.<br>"In the military, so now get ahold of yourself!" Joe insisted. "I know you're upset about your partner, but this isn't the way to help him!"  
>"M-military?" Squilliam panted, the weight of the fish giving him troubles filling his lungs properly.<br>"That's right." Joe said.  
>"Y-you lied.." Squilliam growled. "I KNEW you were lying!"<br>"Would you shut up?" The fish hissed. "Now, we can either stay here until we're caught, which is likely to be any minute now.." Joe began. "Or we go back to cooperating and try to find a way of saving Squilliam. Your choice." Squilliam gave up struggling, it was more important to breathe.  
>"How-how do I know you're not going to double-cross me?" Squilliam demanded.<br>"You don't, of course." Joe said matter-of-factly. "Shall we get the boy to safety or keep arguing? Either way, I'm not letting you up until you're willing to be reasonable." Squilliam sighed, defeated. He rested on the ground, just trying to catch his breath. "That's better." Joe said soothingly. "Just relax and come back to your senses." He still kept hold of the octopus for a few more moments.  
>"Wh-which military?" Squilliam asked. "Bikini Bottom?"<br>"No. Here. I'm part of a highly trained team specializing in neutralizing rebel terrorists." Joe explained. "So," the fish began, easing up on the octopus a little, Squilliam gratefully filled his lungs. "Can I let you up, or are you going to attack me again? I'd warn against it, because I can easily over power you again now that I've seen how you fight." Squilliam cursed in French.  
>"Fine! Just get the shrimp off me already!" The millionaire growled.<br>"Good choice, Guillaume." The fish then slowly released the octopus and moved off of him. Squilliam rolled over onto his back, carefully testing his limbs and catching his breath. He glared at the other. "So, what do you suggest then?"  
>"You see to the child, first." Joe said. Squilliam looked over to the boy who was visibly trembling. He sighed heavily and reached out to invite the child to him.<br>"I-I'm sorry, Freddy." He did his best to sound soothing. The boy didn't move. Joe went over to the child and knelt down.  
>"Go to him, he needs your help after losing his friend, Freddy." The child blinked. Joe stood up and brought the child over to Squilliam. The child looked warily at Squilliam.<br>"Freddy, I.." Squilliam began, unsure of what to say to reassure the boy.  
>"Go on, Freddy." Joe encouraged. "It's ok. He needs a hug." After a bit, the boy did approach Squilliam.<br>"S-Squi.." The child whimpered and then threw himself on the octopus, who embraced him back.

After a bit, Squilliam managed to get back to his feet with the boy in his arms. He faced Joe.  
>"So, now what? Do you know where they-" Joe silenced him with a fin over his mouth.<br>"Sh.." Then beckoned Squilliam to follow him as they silently made their way along the outside of the hotel, hiding in the bushes, both remaining very alert and observant.

***

Inside the van, Squidward was alone except for an armed guard, who wasn't taking his eyes off the octopus, but also didn't look particularly worried. Squidward exhaled, wondering what was to befall him ultimately. That he was still alive was something, but that they were still going to search the hotel meant the others were still in danger. He just hoped they'd still manage to get away safely. He had to hold onto that.

***

The trio had made their way along the back of the large hotel until they came to a window that'd been broken in, there Joe halted. "After you." He said to Squilliam.  
>"What?" The millionaire asked.<br>"We'll be safe here." He said and then slid ahead inside, then peaked out the window at the other. "We need to rethink our strategy. Give me the child." Squilliam hesitated, but then shrugged and handed Freddy through to him, then fallowed after, easily slipping in and landing silently. Joe gave him back the child and lead them to a door, which the fish opened and they went inside. Squilliam wasn't so sure it was the best hiding place, but he quickly noted a number of bags on the floor, as well as a table and two chairs. Joe lit a battery-powered lantern which was on the table, then went over to one of the bags and began removing items from it, among them were handguns, knives, ammo, hand grenades and a military issue first aid kit which Joe laid on the table with the other items and opened it. Squilliam just gaped.  
>"If you had all that, why did you come to us unarmed?" He asked. Joe was pouring something on some gauze and approached Squilliam.<br>"Because I couldn't get to it." Joe began, reaching up toward's Squilliam's head with the gauze. Squilliam grabbed his wrist. "I have to see to the cut on your head." Joe said.  
>"I'm fine." Squilliam insisted, but reached up and touched it. He stared at the blue liquid on his tentacle for a moment, almost incredulous. It was the one Squidward had tried to fuss over earlier, it must've opened back up during his scuffle with Joe, he realized growling softly. "How could you not get to it?"<br>"You are so stubborn." Joe grumbled, his tone disapproving and scolding. "And in front of the boy." Squilliam glared. Joe went on. "I'll tell you everything if you'll sit down and let me see to this." Joe bartered. Squilliam gave in and sat down on the chair.

Joe approached and began dabbing at the wound. "So, my team and I were sent in disguised as hotel staff as we were expecting something to go down, what with a bunch of VIP's like Squilliam Fancyson attending." He explained, Squilliam jerked in pain as the hydrogen peroxide burned. "Sorry, I have to disinfect-"  
>"I know! Keep explaining." The impatient octopus interrupted.<br>"... So, we had to make it look good, which meant no weapons as the hotel staff isn't armed.." Squilliam blinked as something began dawning on him. Joe continued. "We had these stowed away here in case something did happen."  
>"And why couldn't you get to it?"<br>"I told you, I was in the bathroom when it happened." Joe explained. "My colleagues tried to get to them." Squilliam had noted that there were a total of 6 bags.  
>"Disguised as hotel staff.." Squilliam considered aloud, the slightest of dark smirks tugging at his lips, though this was less humor and more because he had thought of something it seemed Joe didn't know.<br>"Yes."  
>"Looks like they never made it here." Squilliam said. Joe nodded sadly.<br>"Two got taken during the first wave. Three got surprised in the staff elevator on their way here.." Squilliam shuddered, remembering the gruesome sight on the staff elevator. It'd been exactly what he was thinking of, but having it spoken aloud was a jolt. "So, I had to stay in hiding." He got a new gauze, adding more disinfectant, and resumed cleaning Squilliam's wound. "Hmm.. You have a piece of something in here.." Joe said suddenly. He went to the first aid kit and retrieved some tweezers. "I've got to remove it, ok?" Squilliam shrugged. "It'll probably hurt like fish paste."  
>"I don't care! Just get it out of there and tell me the rest!" Squilliam groused.<br>"Very well." Joe said, and began working on it. Squilliam shortly had to grit his teeth, as it really, really hurt, with his flesh having started to close on it. "So, I saw you two running to the suite with the child, and decided to follow you first."  
>"B-before getting weapons." Squilliam pointed out through teeth grit against the pain.<br>"With someone crashing the elevators, I thought it most imperative to first stay hidden and then try and save you three. Those were my orders, to try to stop the attack, or save any civilians, and I couldn't risk leaving you there any longer."  
>"Why didn't you just tell us at the beginning? - OW!"<br>"Because I'm under cover, of course! And I had to be sure YOU two weren't the enemy. - Sorry.. This thing is stuck harder than I thought. I'm trying to ease it loose without causing more damage." Joe explained.  
>"Well, that explains it, I guess.." Squilliam sighed, then cried out again. "Ok, so.. what makes you think Squilliam and I are a couple?" Joe chuckled.<br>"After he knocked your lights out.." Joe began. "He bent over you and kissed you. He was very jolted. Besides, why else would he, THE rich and famous Squilliam Fancyson, give himself up to save a lowly Guillaume.. if not because he loves you?" Squilliam could hardly believe his ears. He touched his tentacle lightly to his lips.  
>"He.. he kissed me? In front of you?" Squilliam asked.<br>"He sure did, Guillaume. Right on the mouth, it was beautiful. - Brace yourself, this is going to be miserable." Joe warned. Squilliam registered a sound like cracking knuckles coming from his head, then a small explosion of pain that caused him to howl. "There! Got it!" Joe said and held out a twisted piece of metal for Squilliam to see. it was about 2/3's of an inch in length. Then the fish resumed taking care of the wound. Squilliam was still stuck on the revelation about his rival.

Of course the part about it being Squilliam giving himself up for the 'lowly friend' had been wrong, but he wasn't going to reveal that to the other - no sense in exposing Squidward now. What had, however, surprised Squilliam was that Squidward had actually kissed him in front of Joe. The millionaire had been aware that once Squidward'd stopped resisting him and Squilliam had ravished him, Squidward had changed considerably. He'd begun relying on Squilliam, taking and accepting comfort, inviting closeness. Even initiating affection and kisses. He'd still been moody, and in ways Squilliam was still having trouble understanding (he still hadn't quite understood the intensity of Squidward's reaction and confrontation in regards to the boy), but they'd warmed up to each other considerably. For Squilliam, it'd almost been like their early highschool days, in a way. Working together with his friend, being friends again, but with an added bonus Squilliam had never reckoned with. So, something had definitely happened, but love? He could only scoff at Joe. The fish didn't know his rival like he did. As soon as they were out of this, provided they both made it, then Squilliam was pretty willing to bet that after things had normalized, his rival would remember that he hated him and go back to giving him the cold shoulder. Actually, Squilliam wouldn't have wanted to bet on that, but he also wasn't going to get his hopes up. Not being able to enjoy the cashier's handsome body and passionate nature again would be a huge pity, though. And to have to bear the other's hatred again was something Squilliam didn't even want to begin to think about.

"Ow!" He snapped, startled as something poked him suddenly. He shot Joe a glare. "What're you..?"  
>"Sewing you up, like I told you." Joe laughed. "When you nodded, I thought you were actually listening." Oh, barnacles! Squilliam thought, annoyed with his lapse. "By the way, how's your sugar level? Feeling weak or dizzy?" Joe asked, Squilliam groaned. He was feeling weak and dizzy, and like barfing, but it was less to do with his sugar level and everything to do with the situation he was in. Without Squidward now, after over 36 hours of intense and constant nearness, he realized he now felt very alone - he hoped Squidward was okay. He just shook his head.<br>"It's fine."  
>"Well, you should eat something anyway, since we don't know when we'll get another chance." Squilliam could see the logic in that; so when Joe was done with his wound, they removed the junk food they'd stowed in their pockets earlier, and all three enjoyed a little pick-me-up.<p>

"Feeling better?" Joe asked when they'd finished their snack, and Squilliam glared.  
>"I'll feel better when my millionaire is back in my arms and I know he's safe and sound - up until I clobber him." He grumbled in a low growl. Joe looked concerned and sympathetic.<br>"We'll get him back." And at the look Squilliam fixed him with, he amended. "We'll try everything to get him out of there and safely back into your arms." Then Joe scrutinized him. "You're not looking well." Joe observed. "Have you had all your vaccinations?" Squilliam blinked.  
>".. Qu'est-ce que c'est? ..My vaccinations?"<br>"Tetanus." Joe clarified.  
>"Oh.. Of course I have!" Joe was looking at him carefully. "I've had all my shots, and if it were tetanus, I wouldn't be sitting here talking to you, would I!?" Squilliam snapped, Joe shook his head. To Squilliam's irritation, the fish felt his forehead.<br>"No fever.. Not low blood sugar.. Do you have any other illnesses?" The fish asked.  
>"I'm impatient, irritable, and about this close to flipping out again - is that enough for you?" Squilliam hissed. Joe chuckled softly.<p>

A soft snore caught their attention and they looked at the child Squilliam was still holding in his lap.  
>"Poor kid." The fish commented, his expression sober and sympathetic. "He sure seems attached to you, though." Squilliam sighed, what could it hurt to tell the fish?<br>"The three of us were trapped in the elevators. Squilliam and I in one, and Freddy alone in another. For the entire first night.." Joe's mouth fell open.  
>"How did you get out?"<br>"Squilliam and I escaped through the shaft and then rescued this little guy." Squilliam explained.  
>"I see why he trusts you then, you're his rescuer."<br>"Yeah.." Squilliam said. He looked away, feeling miserable. Squiddy was gone, and now with the small boy sleeping soundly in his lap, it occurred to the millionaire that he'd been awake most of last night. That had to be what was getting to him now. A yawn he couldn't avoid confirmed it.  
>"Why don't you and the boy take ten? We have that much time before we will be able to act." Squilliam looked up questioningly.<br>"First, you expect me to sleep HERE?" He began, insulted. "And second, what exactly do you mean by having time before we can act?"  
>"I mean, the boy's already sleeping, you may as well take some down time yourself - or did you want to go now and leave Freddy here all alone?" The fish asked. Squilliam let out a frustrated sigh.<br>"Well, I don't think I can sleep here. There's not even a bed." He was aware of the whine in his tone, but didn't care. Smiling, Joe retrieved something from a corner, which he unrolled and spread out on the floor.  
>"Here's a mat, and.." He did the same with something else, which was revealed to be, "Here's a sleeping bag... And there you have a place to stretch out for a while." Squilliam huffed. "At the very least, lay down with the boy, so he can get a little rest." And Squilliam just gave in with a sigh. He stood up and approached the makeshift bed, then, with Joe's help as he had his arms full, he crawled into the sleeping bag and lay down, holding the child close as Joe pulled it over the two and zipped it up. Squilliam had the child on the inside, making himself a protective shield. But he couldn't stay like that, his back to the room and Joe, so very carefully turned over. He observed the other who sat back down in a chair and began checking over the handguns.<p>

The fish glanced down, after a moment, to see the octopus watching him.  
>"So, aside from wrestling and wielding a pocket knife, can you also handle a firearm?" Joe asked. Squilliam shrugged.<br>"Maybe." He replied.  
>"Can you aim, fire and hit something other than your foot or teammates? Or are you as bad with a gun as you are in hand-to-hand?" Squilliam bristled ever so slightly, but didn't allow it to show, instead putting on a pleasant grin.<br>"Give me a gun and let's find out." The octopus replied. Joe chuckled, grinning at him in amusement.  
>"I'm betting you'd shoot me in the fin right about now if you got the chance." And Squilliam had to chuckle.<p>

Then silence fell for a few minutes as Squilliam rested a little and Joe resumed his inspection, moving on from the empty guns to the boxes of ammo and began loading the guns. At some point, Squilliam carefully extracted himself from the sleeping bag, keen to not disturb the child, then walked over and sat down in the empty chair. He picked up one of the empty weapons and, eyeing Joe, began loading it like a professional, his expression smug. Joe looked amused.  
>"Ok, so you have some experience." The fish observed. "But have you ever fired one? That one has a safety." Without looking, Squilliam held the gun, disengaged the safety, and aimed it at Joe's head, between his eyes. Joe didn't look worried. "You forgot to cock it." Still without looking, the octopus pulled back the hammer, cocking the gun.<br>"Happy now?" He asked as he peered down the barrel at the fish. Joe still didn't look disturbed at all. He smiled right back up the barrel at the octopus.  
>"So far so good, you haven't shot yourself in the foot yet. I'm impressed." Joe complimented. Squilliam smiled, then released the hammer, uncocking the gun, putting the safety back on and laid it on the table. "So, where did you learn handguns?"<br>"Defense." The millionaire answered. Joe considered this.  
>"So what's your excuse for your hand-to-hand?"<br>"If you think I'm doing so bad there, why don't you tell me what I'm doing wrong." Squilliam said. Joe grinned.  
>"How about a little demonstration? If you're up for it?" He offered. Squilliam shrugged.<br>"Why not? But, Freddy.."  
>"In the next room." Joe suggested, and stood up, then guided the octopus to the room they'd first entered. Joe silently closed the door:<p>

"So, Guillaume," he began, turning back to the octopus, and Squilliam was right on him. The two quickly began vying for the upper hand.  
>"Surprise attack, good." Joe commented, grunting. "Strong and.. athletic, too." Joe suddenly twisted out of Squill's grip, bringing up his elbow to bash into the octopus as he he spun back. Squilliam dodged, taking a step back and Joe followed, undaunted. He swung with a fist, which Squilliam blocked. Joe attempted to go for Squilliam's feet, which the nimble dancer avoided this time. Joe followed with a punch, which Squilliam avoided by flipping backwards into a handstand, and then back again onto his feet. Joe grinned. "That's kind of impressive. But you can't just avoid me forever." And he charged. The dancer pranced out of the way, but Joe followed. Squilliam suddenly attacked, fist aimed for the other's gut. Joe barely blocked it in time, and took advantage, catching the octopus now that he was close enough. Within moments, he had forced Squilliam to his knees, tentacles pinned behind his back. His face near Squilliam's ear, he spoke. "I'll bet in most cases, your tactics are more than sufficient." Joe began, explaining to his 'student' what was wrong. "But I'm not your typical street hood, and neither are the people we'll be going up against." He kept ahold of Squilliam. "You're agile, strong, and your reaction time is superb. But once I've caught you, you're helpless."<br>"I-I'm also worn out.." Squilliam said. "The last two days.."  
>"Have done a number on you, I can tell."<br>"If I could muster the strength, I'd throw you off. Over my head." He was breathing heavily.  
>"With your flexibility, I bet you could. And it'd probably work." Joe said, then carefully let the octopus go. Squilliam got to his feet. He was frustrated with himself, but every time he expended energy, it seemed to just leave him weaker. "Come, this time I insist you take a nap." Squilliam felt in no mood to argue. He was worn out physically and mentally. So, he crawled back in with the child and closed his eyes, trying to will himself to at least rest a little. His thoughts returned to his Squidward.<p> 


End file.
